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

What Are the Bad Guys Up to Now? Hacking Health-Care Records, Apparently
Posted on 19 Feb 2014 by Kevin M. LaCroix

As if it were not bad enough that hackers are attacking retail businesses like Target and Neiman Marcus to obtain consumer credit card information, it turns out that the bad guys are also targeting health-care records. According to sources cited in a... Read More

Corporate Shield Holds Up Against Creditor
Posted on 20 May 2014 by Mack Sperling

There's no expression when speaking of football players to recognize a performance that hits three exceptional marks (like a hat trick in hockey or a triple double in basketball or the triple crown in baseball). Maybe there should be, because Jeff... Read More

D&O Insurance: The Question of Coverage for TCPA Claims
Posted on 16 Sep 2015 by Kevin M. LaCroix

The Telephone Consumer Protection Act (TCPA) has proven to be a fruitful source of consumer class action litigation. Plaintiffs’ lawyers are attracted by the potentially lucrative recoveries under the statue, and indeed several recent settlements... Read More

Georgia Supreme Court Affirms, Elucidates Business Judgment Rule – and Its Limitations
Posted on 14 Jul 2014 by Kevin M. LaCroix

A recurring issue in FDIC litigation against the former directors and officers of failed banks has been whether the business judgment rule insulates the defendants from claims of ordinary negligence. This question has been particularly important in Georgia... Read More

A Guide to Directors’ Duties and Liabilities in Europe
Posted on 9 Oct 2015 by Kevin M. LaCroix

One of the vestiges of the global financial crisis is that company directors and officers now face more scrutiny than ever. This scrutiny, in turn, has led to a greater liability exposure for corporate officials, as well. This increased scrutiny and amplified... Read More

U.S. Supreme High Court Won’t Review InterMune CEO’s Conviction for Federal Wire Fraud
Posted on 16 Dec 2013 by Tom Moylan

WASHINGTON, D.C. — (Mealey’s) U.S. Supreme Court on Dec. 16 declined to review the wire fraud conviction of the former chief executive officer of biotechnology company InterMune Inc. based on a press release about a drug clinical study that... Read More

Directors and Officers Held Personally Liable for Bankrupt Company's Environmental Liabilities
Posted on 15 Nov 2013 by Kevin M. LaCroix

In a case that has important implications for the potential liabilities of individual directors and officers, on October 28, 2013 twelve former directors and officers of bankrupt Northstar Aerospace agreed to pay a total of $CAN 4.75 million to the Ontario... Read More

The “Myth” of Outside Director Liability and the Critical Importance of D&O Insurance
Posted on 23 Oct 2015 by Kevin M. LaCroix

In the world of corporate governance, there are a number of common presumptions about board structure and practices. However, according to a recent paper, many of these presumptions may in fact represent corporate governance “myths.” In their... Read More

Should Directors Be Held Liable More Often?
Posted on 14 Jun 2011 by Kevin M. LaCroix

In an interesting and provocative June 7, 2011 post on the DealBook blog ( here ), University of Connecticut Law Professor Steven Davidoff voiced his frustration that public company directors are not held liable more often for problems at their companies... Read More

D&O Insurance: Liberalization Endorsement Allows Insureds to Rely on New Policy Form’s Enhanced Insured vs. Insured Exclusion Carve-Back
Posted on 30 Jun 2014 by Kevin M. LaCroix

On June 19, 2014, in a case involving so many unusual coverage issues that it seems more like a law school exam question than an actual coverage dispute, New York (New York County) Supreme Court Judge Melvin Schweitzer, applying New York law, granted... Read More

Survey: Existing and Potential Bank Directors Unwilling to Serve Due to Fear of Personal Liability
Posted on 30 Apr 2014 by Kevin M. LaCroix

Banking industry commentators have long contended that aggressive efforts by the FDIC and others to hold bank developers liable is having a chilling effect on the willingness of existing and potential directors to serve on bank boards. An April 2014 American... Read More

Liability Exposures of Audit Committee Chairs
Posted on 18 Apr 2014 by Kevin M. LaCroix

One frequently asked question is whether members of a corporate board’s audit committee face heightened liability exposures. Two recent SEC enforcement actions seem to underscore that audit committee chairs do face liability exposures. Though both... Read More

Corporate Employment Practices and D&O Liability Exposure
Posted on 13 May 2014 by Kevin M. LaCroix

I am sure most readers were as fascinated as I was by the allegations in the high profile case involving alleged hiring practices among some of the most prominent companies in Silicon Valley. The lawsuit asserted that the companies – including,... Read More

The Short-Termism Debate: Are There D&O Liability Issues Involved, Too?
Posted on 26 Aug 2015 by Kevin M. LaCroix

In recent months, commentators from across the political spectrum, largely in response to perceived excesses of activist investors, have called for changes to discourage “ short-termism ” – that is, the perceived excessive focus of businesses... Read More