In the following guest post, Angus Duncan of Willis Towers Watson summarizes the result of the 2021 Willis Towers Watson D&O Liability Survey. I would like to thank Angus for allowing me to publish his article as a guest post on this site. I welcome guest post submissions from responsible authors on topics of interest to this blog’s readers. Please contact me directly if you would like to submit a guest post. Here is Angus’s article. Continue Reading Guest Post: 2021 Willis Towers Watson D&O Liability Survey

Readers of this blog are well aware that the D&O insurance in the U.S. and the U.K. has been in a hard market since late 2018. The hard market has apparently affected D&O insurance conditions in other regions as well. According to a May 5, 2021 article on the NewDawnRisk website entitled “Where Next for D&O in the Middle East?” (here), written by Nicky Stokes, Head of Management Liability and Financial Institutions at NewDawnRisk, the current hard market conditions have also had an impact in the Middle East region as well. As a result of overall conditions in the global insurance market and a changing liability exposure environment, Middle Eastern D&O insurance buyers are also facing increased pricing, reduced insurer capacity, and an uncertain insurance landscape. Continue Reading Changing Market for D&O in the Middle East

In the second in a series of podcasts discussing the impact of the new Biden Administration on the world of directors’ and officers’ liability and insurance, Megan Brown of the Wiley law firm and Rob Yellen of Willis Towers Watson and I recently recorded a session that is now available in a May 3, 2021 post on the PLUS Blog, here. In this 30-minute recording, we discuss the possible impact of President Biden’s early appointments on the D&O environment, and Megan discusses in detail the potential impact of the recent appointments on issues arising from privacy and cybersecurity. Both Megan and Rob make a number of interesting observations and comments in the session. My thanks to PLUS for hosting, recording, and distributing the recording. The first session in the series can be found here.

Please also see my preceding blog post about the upcoming PLUS Singapore Chapter webinar event.

On Tuesday, May 18, 2021, I will be participating as a panelist in a webinar sponsored by the PLUS Singapore Chapter entitled “State of the Market for D&O: The View from Across the Globe.” This free, 90-minute session will take place at 9 am Singapore time/ Monday May 17, 2021 at 9 pm EDT. The session will be moderated by Jessica Schappell of Beazley Group, and the panel will include Jenny Wilhelm of Allianz Global Corporate & Specialty, who will discuss the D&O market in Asia; Carmen Elder of DLA Piper Australia, who will discuss the market for D&O in Australia; and Jason Kelly of AIG, who will discuss the D&O market in the U.K. and Continental Europe. I will be discussing the D&O market in the U.S. With the dynamic and evolving claims environment and the challenging insurance marketplace, there will be much to discuss. Further information about this event, including registration details, can be found here.

A federal district judge has denied the defendants’ motion to dismiss in a securities class action lawsuit arising out of an electric utility’s eight-year involvement in a domestic bribery scheme. The court’s ruling has several interesting features relating to the securities litigation exposures from domestic corruption. Northern District of Illinois Judge Virginia M. Kendall’s April 21, 2021 opinion in the Exelon Corporation securities suit can be found here. An April 28, 2021 memo about the ruling from the Shearman & Sterling law firm can be found here. Continue Reading Dismissal Denied in Domestic Corruption-Related Securities Suit

Is the SEC staff about to issue guidelines specifying that the safe harbor for forward looking statements does not apply to SPAC merger transactions? An April 28, 2020 exclusive report on Reuters (here) says that the SEC is considering taking the step. If the agency were to issue guidance restricting the availability of the safe harbor for SPACs, it could significantly restrict SPAC’s use of target company projections in advance of de-SPAC mergers, and even further slow the already cooling SPAC market. The SEC’s possible action is discussed further in an April 29, 2021 post on the Cooley law firms PubCo blog, here. Continue Reading Are SEC Guidelines on SPAC Projections Ahead?

Regular readers of this blog know that I have been following the developing SPAC-related litigation closely. Readers also know that the cast of defendants in these cases can be extensive, diverse, and in some cases overlapping. For example, the defendants may include former directors and officers of the SPAC; former directors and officers of the acquired company; and current directors and officers of the company formed by the merger. Some of the individuals named may be sued in more than one capacity. These features of the suits will complicate the litigation. These features will also complicate the application of insurance to the defense and settlement of this litigation, as well.

 

In an April 27, 2021 post on the Freshfields law firm blog entitled “Tower vs. Tower: Implications of SPAC Shareholder Litigation for the D&O Insurance World” (here), Freshfields partner Boris Feldman takes a look at these complications and “what a wave of SPAC shareholder suits may mean for the Directors and Officers Liability Insurance Industry.” Continue Reading Will SPAC-Related Securities Suits Lead to “Tower vs. Tower” D&O Insurance Coverage Battles?

In the second dismissal motion ruling in one of the many board diversity lawsuits filed in recent months, a magistrate judge has granted the defendants’ dismissal motion in the suit against the board of clothing retailer The Gap. This latest ruling follows the dismissal motion grant last month in the similar lawsuit against Facebook’s board. As discussed below, the court’s dismissal of the case against The Gap’s board was based on the forum selection clause in the company’s bylaws. Northern District of California Magistrate Judge Sallie Kim’s April 27, 2021 ruling in the case can be found here. Continue Reading Board Diversity Lawsuit Against The Gap Dismissed Based on Forum Clause

The number of SEC and PCAOB accounting and auditing enforcement actions decreased in 2020 relative to 2019, but monetary settlements increased year-over year, according to a recent report from Cornerstone Research. The report, entitled “Accounting and Auditing Enforcement Activity – 2020 Review and Analysis” (here), analyzes the agencies’ publicly disclosed accounting and auditing enforcement actions between 2015 and 2020. Cornerstone Research’s April 27, 2021 press release about the report can be found here. Continue Reading Accounting and Auditing Enforcement Actions Down in 2020 While Total Settlements Increased

In what is a notable development in the emerging SPAC-related securities class action litigation scene, the parties to a SPAC-related securities suit involving the streaming media company Akazoo company have reached a partial settlement in the aggregate amount of $35 million. The deal is a partial settlement because claims remain pending against other defendants. As discussed below, the settlement has a number of interesting features. It is, in any event, a noteworthy data point for the discussion about SPAC-related litigation exposures. Continue Reading Akazoo SPAC-Related Litigation Partially Settled for $35 Million