"I'm not a big fan of long-form minutes," Strine said after A. Gilchrist Sparks of Morris Nichols Arsht & Tunnell in Wilmington talked about how to write them. "With long-form minutes, you often get the resolutions wrong. If you start something with 'Mr. Sparks said,' [referring to Sparks being a lawyer] get that out of your minutes. It implies that directors didn't speak. Keep the adviser presentation with the board minutes. You get to write these PowerPoint slides. The bankers should be helping you. You get to write the play. You're paid to write the play. And the directors are entitled to rely on that. When you've got good adviser material, that will help directors remember. If you have idiots documenting your idiocy, that's not helpful to the process." After Mark Gentile of Richards Layton & Finger in Wilmington noted that lawyers often go over the minutes, Strine rebutted, "You make the idiots look like they're really smart, and we'll approve it." - David Marcus
See Dealscape's additional coverage of the Tulane Corporate Law Institute in New Orleans
Delaware Vice Chancellor Leo E. Strine Jr. enlivened a discussion at Tulane Corporate Law Institute in New Orleans Thursday about lawyers' creation of board minutes, an important if eye-glazing issue. 
