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Description: Join Roger Lane and Courtney Worcester as they discuss corporate governance risks and litigation trends involving founders and major stockholders. The discussion will include the rise of dual-class stock structures in public companies, super-voting founders shares and the governance challenges that can arise from such structures. They’ll also discuss case law developments regarding when minority stockholders can be deemed “controllers” and challenges to transactions with controlling stockholders.
Courtney Worcester is a trial attorney in Holland & Knight's Boston office. Ms. Worcester focuses her practice on complex commercial litigation involving corporations, limited liability companies (LLCs), venture capital and private equity firms, and financial institutions and their directors and officers.
Ms. Worcester regularly counsels boards, individual directors and officers on a wide variety of corporate governance matters, including books and records demands, removal or election of directors, board committee investigations and reports. In addition, she represents clients in federal securities and shareholder litigation matters, including federal securities and consumer class actions, stockholder derivative litigations, as well as in disputes between co-founders. Ms. Worcester is also experienced in diverse commercial litigation matters, ranging from contractual disputes to the protection of trade secrets, unfair competition and other business torts.
After law school, she clerked for the Honorable W. Stephen Thayer III and the Honorable Linda S. Dalianis of the New Hampshire Supreme Court. During law school, Ms. Worcester served as the administrative editor for the Boston University Law Review and was a member of the national moot court team.
Roger A. Lane is a securities litigation attorney in Holland & Knight's Boston office. Mr. Lane has significant experience representing clients involved in complex commercial litigation, with a particular emphasis on corporate law disputes, stockholder and federal securities litigation, and related risk management issues.
Mr. Lane represents venture capital and private equity firms as well as their partners; early-stage and mature corporations along with their directors, officers and independent board committees; investment advisers; investment banks; and underwriters. He handles litigation related to the federal securities laws, debt and equity financings, mergers and acquisitions (M&A), executive compensation and other matters of corporate management and governance. Mr. Lane also has experience managing internal corporate investigations and advising clients on how to mitigate litigation risk before entering major corporate and commercial transactions.
After law school and before entering private practice, Mr. Lane served as a judicial clerk for the Honorable John R. Gibson of the U.S. Court of Appeals for the Eighth Circuit.
 | | Practice Areas: | | Corporate & Securities, Corporate Governance | | | Online Media Type: | | Audio | | | Production Date: | | 09/27/2021 | | | Level: | | Intermediate | | | Category: | | Standard | | | Duration: | | 1 Hours, 5 Minutes | | | Online Format: | | On Demand | | | Course Type: | | Public |
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| | • | Roger A. Lane - Holland & Knight | | • | Courtney Worcester - Holland & Knight |
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