Expert in Corporate Governance of Stock Repurchase Plan

Case Description:

An expert in corporate governance of stock repurchase plans was needed in a dispute alleging breach of contract, breach of fiduciary duty, and fraud in connection with the duty of care owed by a corporate board of directors in approval of a shareholder stock repurchase agreement. A shareholder of a banking and wealth management services institution claimed to have incurred significant monetary losses after the shareholder’s stock was not repurchased in accordance with a stock repurchase agreement allegedly approved by the institution’s board of directors.

IMS ExpertServices was asked to locate an expert in corporate governance of stock repurchase plans with experience in the duty of care owed by directors to shareholders in approving a stock repurchase, and whether approval by the board of directors was prejudicial, resulting in a breach of fiduciary duty owed the shareholder. This expert was required to have substantial experience serving on a high-profile board of directors and familiarity with the corporate fiduciary duty required of directors and business judgment rules, standards, and practices involved in corporate governance and stock repurchase plans.

Experts Presented:

  • Corporate Governance Expert

    With more than twenty years of experience in corporate governance, this expert currently serves as managing director of a consulting firm providing corporate governance expertise to directors and boards across the U.S. and internationally. He has served on more than fourteen boards and currently is an independent director and advisor of two privately held companies, for which he provides strategic and operational advice and counsel as well as governance expertise. He is also a Professor of Management and Corporate Governance at an international business school. This expert is knowledgeable of corporate governance rules for financial institutions and regularly advises government authorities, CEOs, and boards of directors of NYSE, NASDAQ, and private corporations on corporate governance matters, including board strategy, recruitment, dynamics, director selection, and evaluation. IMS Reference # 4878005.

  • Corporate Governance Expert

    With a J.D. from one of the nation’ s most prestigious law schools, this expert has over twenty years of experience specializing in corporate governance and has served as the chair in corporate governance and director of a university’s center for corporate governance. He is of counsel to a large, international law firm providing services in litigation, business, real estate and government law. He has served as a member of the board of directors for national, high profile corporations, and has served on the National Association of Corporate Directors' Commissions on Director Compensation, Director Professionalism, CEO Succession, Audit Committees, Strategic Planning and Director Evaluation and was a member of its Best Practices Council on Coping With Fraud and Other Illegal Activity. He has also served as Vice Chairman of the ABA Business Law Section’s Committee on Corporate Governance and was a member of its Corporate Laws Committee. He has written extensively on the subject of boards of directors and is a frequent contributor on corporate governance issues to various scholarly publications. IMS Reference #4881657.

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