activists and regulators have for years sought to regulate or control executive
compensation practices, with little success. That changed with the current
financial crisis, and compensation practices, rules and claims will continue
along the road of change. In this Emerging Issues Analysis...
v. Stephens, Delaware Supreme Court clarified the law, making clear that
corporate officers are subject to the same fiduciary duties as directors. Jack
Siegel's analysis of this decision provides best practices and lessons
corporate officers and directors, particularly in the nonprofit...
exposure to Insureds and their D&O insurers from securities class action
lawsuits has escalated greatly over the last ten years. Much has been written
about the explosion in the magnitude of settlements in those lawsuits.
Unfortunately, this exposure is now getting even larger and...
By Marc Lanzkowsky, Founder and Principal, Lanzko Consulting, Inc.
As the losses in the gulf continue to rise, the true claims impact has yet to unfold
I don’t think the insurance industry has felt the true brunt of the horrific events of the April 20 blast on the Deepwater Horizon...
Relatively few cases address the fiduciary
duties of an acquiring board. These cases indicate that, absent a conflict of
interest, courts will generally apply the deferential standard of the business
judgment rule to a board's acquisition decision. Nonetheless, recent highly
publicized failed acquisitions...
The exposure to Insureds and their D&O insurers from securities class action lawsuits has escalated greatly over the last ten years. Much has been written about the explosion in the magnitude of settlements in those lawsuits. Unfortunately, this exposure is now getting even larger and...
In a unanimous March 22, 2011 opinion by Justice Sonia Sotomayor , the U.S. Supreme Court rejected the argument of Matrixx Initiatives that adverse product reports must be "statistically significant" in order for a manufacturer to have an obligation to disclose the reports to investors. As...
In a March 29, 2011 order ( here ), Southern District of New York Judge Jed Rakoff granted the defendants' motions to dismiss a pair of subprime-related derivative lawsuits that had been brought against certain directors and officers of Merrill Lynch. Because the plaintiffs -- former shareholders...
Introduction: On June 6, 2011, the Supreme Court unanimously rejected the Fifth Circuit Court of Appeal's requirement that plaintiffs in securities class actions prove "loss causation" at the class certification stage of the case. In order for investors to proceed as a class...
In a story in the D&O
Diary , entitled " More
Woes for Companies with Chinese Connections ", Kevin LaCroix discussed
the settlement reached by the entity SciClone Pharmaceuticals, and its
individual defendant directors and officers, in litigation involving three