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

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

Update: 2025-06-30
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(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: 

  1. Lenin: The Life and Death of Ivan Ilych by Leo Tolstoy (1902)
  2. Walker:
    1. The Savage Detectives by Roberto Bolaño (1998)
    2. 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.

  1. Lenin: "Al mal tiempo, buena cara"
  2. 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 admire

  1. Lenin: Tony Hawk
  2. Walker: Rory McIlroy

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

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To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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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

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

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

Walker Newell, Lenin Lopez, Evan Epstein