Keeping 'Fiduciary Outs' Out of Shareholder-Proposed Bylaws: An Analysis of CA, Inc. v. AFSCME

摘要

Each year, the Section of Business Law sponsors the Mendes Hershman Student Writing Contest to encourage and reward law student writings on business law subjects of general and current interest. Essays submitted for consideration must be the work of the submitting student without substantial editorial input from others. The papers are judged on research and analysis, choice of topic, writing style, originality, and contribution to the literature available on the topic. Depending on the topic, whether the paper has been previously published, and other factors, the winning essay is considered for publication in The Business Lawyer. The winning essay for the 2009-2010 contest was submitted by Sabrina Ursaner. Ms. Ursaner's paper has previously been published in Volume 6 of the NYU Journal of Law & Business, so it is not being republished here. Ms. Ursaner was awarded the Mendes Hershman Student Writing Contest Prize at the Section's luncheon at the Spring Meeting in March 2010. An abstract of Ms. Ursaner's essay is set forth below.