Walker Newell & Lenin Lopez (Woodruff & Sawyer): Navigating D&O Risk, Delaware Exit, and Boardroom Litigation

(0:00) Intro to this episode (1:43) About the podcast sponsor: The American College of Governance Counsel. (2:30) Start of interview (3:09) Walker Newell's origin story (6:38) Lenin Lopez' origin story (9:21) Intro to Woodruff Sawyer, and their focus on corporate law and securities litigation. (14:00) The Importance of Corporate Governance (14:38) On the Gallagher merger (WS was acquired for $1.2B) (15:10) Advising boards on D&O insurance (corporate and litigation). *Reference to E42 with Priya Cherian Huskins (2021) (17:59) The Delaware Exit ("DExit"). Impact of Derivative Suits. *Reference to VCBA (26:23) Delaware vs. Texas and Nevada (29:00) Understanding Delaware's SB21. Books and records demands. D&O questionnaires. (33:18) The current state of IPOs and SPACs (and impact of D&O insurance pricing) (37:33) The trend of SPAC companies incorporated in the Cayman Islands. SEC revisiting Foreign Private Issuer eligibility. (41:15) Trends in Securities Class Actions (~60% filed against tech or biotech companies). (47:24) Litigation in Private Markets. *Reference to Startup Litigation Digest (53:27) The hardships of life-science companies (56:15) How the federal and status regulatory apparatus is evolving, particularly on AI. (58:52) The evolving role (and burdens) of board members. Example: DOJ whistleblower rules (1:01:21) What are the 1-3 books that have greatly influenced your life: Lenin: The Life and Death of Ivan Ilych by Leo Tolstoi (1902)Walker:The Savage Detectives by Roberto Bolaño (1998)Maus: A Survivor's Tale by Art Spiegelman (1991) (1:04:03) Who were their mentors, and what they learned from them. (1:06:27) Quotes they think of often or live their life by.Lenin: "Al mal tiempo, buena cara"Walker: "Enjoy every sandwich" (1:08:22) An unusual habit or an absurd thing that they love. (1:09:50) The living person they most admireLenin: Tony HawkWalker: Rory McIlroy You can follow Evan on social media at: X: @evanepstein LinkedIn: https://www.linkedin.com/in/epsteinevan/  Substack: https://evanepstein.substack.com/ __ To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/ __ Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License