Recent Posts

Another U.S. Securities Suit Arising From Overseas Corruption Investigation
Posted on 7 Jul 2015 by Kevin M. LaCroix

In an earlier post , I noted that a significant factor driving securities litigation filings so far this year has been the rising number of U.S. securities lawsuits involving non-U.S. companies. A number of different factors are contributing to the filing... Read More

Private Companies: Risks, Exposures and Insurance
Posted on 28 Jan 2014 by Kevin M. LaCroix

In general, and at least in the United States, executives at public companies don’t need to be convinced that their companies need to have D&O insurance. That is not always true with officials at private companies. Some officials at some private... Read More

D&O Insurance: Providing Coverage for Plaintiffs' Fee Awards?
Posted on 30 May 2013 by LexisNexis Communities Staff

A recurring D&O insurance coverage issue is the question of whether or not the D&O insurance policy provides coverage for a plaintiffs' fee award. The question often arises in the context of a settlement of a shareholders' derivative... Read More

Towers Watson Releases 2010 D&O Liability Survey Report
Posted on 9 Mar 2011 by Kevin M. LaCroix

Great news - the survey is back. After year's interruption, Towers Watson has resumed its annual D&O Liability Survey. The report for the 2010 survey (a copy of which can be found here ) is full of valuable information about D&O insurance... Read More

D&O Insurance: Excess Insurance Not Triggered Due to Insolvency of Underlying Insurer and Due to Insufficient Loss
Posted on 7 Jul 2014 by Kevin M. LaCroix

In a long and convoluted opinion befitting the long and convoluted case in which it was entered, Judge David Grine of the Pennsylvania (Centre Country) Court of Common Pleas, applying Pennsylvania law, entered summary judgment for an excess D&O insurer... Read More

SEC Enforcement Actions Against Outside Directors
Posted on 21 Oct 2015 by Kevin M. LaCroix

From time to time, the SEC reiterates its view of the critical gatekeeper role companies’ outside directors play in safeguarding investors’ interests. Nevertheless, it has been relatively rare for SEC to pursue enforcement actions against... Read More

Ninth Circuit: Professional Services Exclusion Precludes Coverage Under Payroll Services Firm’s Management Liability Insurance Policy
Posted on 24 Aug 2015 by Kevin M. LaCroix

The problems that can arise from the wording of the professional services exclusion in the D&O insurance policy of a service company are perennial issues and a recurring topic on this blog (see most recently here ). In an unpublished August 18, 2015... Read More

D&O Insurance: Guilty Pleas Trigger Coverage Exclusions, Entitle Insurer to Recoupment
Posted on 25 Apr 2014 by Kevin M. LaCroix

In a detailed April 23, 2014 opinion ( here ), Eastern District of Virginia Judge Liam O’Grady , applying Virginia law, held that the guilty pleas of executives of Protection Strategies, Inc. triggered four separate exclusions in the D&O coverage... Read More

Fourth Circuit Affirms Dismissal of All Claims Against Failed Bank’s Directors, Revives Negligence Claims Against Bank’s Officers
Posted on 20 Aug 2015 by Kevin M. LaCroix

On August 18, 2015, in an interesting opinion that takes a close look at exculpatory bylaw issues and the business judgment rule under North Carolina law, the Fourth Circuit affirmed in part and reversed in part the district court’s dismissal of... Read More

Next Up: A Home Depot Data Breach-Related D&O Lawsuit?
Posted on 25 Jun 2015 by Kevin M. LaCroix

After claimants filed shareholders’ data breach-related derivative suits against the boards of Target ( here ) and Wyndham Worldwide ( here ), a number of commentators (including me) asked whether we could see a wave of cybersecurity related D&O... Read More

D&O Insurance: The Basic Value Proposition
Posted on 4 May 2015 by Doug Esten

I make it my business on this blog to try to write about the latest developments and current trends in the world of D&O, but I think that every now and then it is a good idea to step back and take a look at the bigger picture. For example, let’s... Read More

D&O Insurance: When is a Claim First Made?
Posted on 21 Feb 2012 by Kevin M. LaCroix

Most management liability insurance policies these days are written on a claims made basis - -that is, they cover claims that are first made during the policy period. But what determines when a claim is first made? A February 15, 2012 decision from... Read More

Thinking About Excess D&O Insurance
Posted on 13 May 2015 by Kevin M. LaCroix

In many cases, companies’ D&O insurance programs are structured in several layers, with one or more policies of excess of insurance written over top of a primary layer. The excess insurance is often said to be written on a “follow form”... Read More

Will Investors Sue Over the Sony Hack Attack?
Posted on 7 Jan 2015 by Kevin M. LaCroix

As I noted in my recent rundown of the top D&O stories of 2014, one of the most important developments during the year just finished was the emergence of cyber security as a D&O liability concern. During 2014, plaintiff shareholders launched cyber... Read More

Defense Costs Paid Under Reservation of Rights Do Not Erode Fiduciary Liability Policy’s Limit of Liability?
Posted on 7 Oct 2015 by Kevin M. LaCroix

As part of our beat here at the The D&O Diary , we read a lot of judicial opinions. We are quite accustomed to the fact that the case outcomes can be and often are all over the map. Just the same, every now and then we read a decision that really... Read More