As I noted in one of the posts in my Nuts and Bolts series about the basics of D&O insurance, the typical D&O insurance policy includes not only obligations for the insurer, but also obligations on the part policyholder as well. Among these policyholder obligations is the duty to cooperate. In most claims, the cooperation duty is not an issue, as the insurer’s requirements and the policyholder’s responses do not lead to conflicts. Unfortunately, from time to time conflicts do arise with regard to the policyholder’s cooperation duty.

 

In a recent insurance dispute involving the cooperation duties under a CGL policy, the Fifth Circuit held that the cooperation requirements the insurer sought to impose on the policyholder exceeded the policy’s requirements. The decision raises a number of important implications about the cooperation requirement – and about its limits. The Fifth Circuit’s February 26, 2019 opinion in Mid-Continent Casualty Company v. Petroleum Solutions, Inc. can be found here. The Barnes & Thornburg law firm’s April 8, 2019 memo about the decision can be found here. Continue Reading Insurance Coverage: Thinking about the Duty to Cooperate

In the following guest post, Deepshikha Dutt, Douglas B.B. Stewart,of and Frank E.P. Bowman of the Dentons law firm review and analyze a recent decision of the Ontario Superior Court of Justice relating to the liabilities of directors and officers under Ontario statutory law for misrepresentations in offering statements. This article is republished here with permission from Dentons. I would like to thank Deepshikha, Douglas, and Frank for allowing me to publish their article here. 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 an article. Here is Deepshikha,  Douglas, and Frank’s article. Continue Reading Guest Post: Court Dismisses Statutory Misrepresentation Claim against Credit Union Board in Landmark Decision

One area of potential legal exposure facing corporate executives – including even executives of private companies – is the risk of liability under laws designed to protect competition, including (but definitely not limited to) state and federal antitrust laws. Claims asserting liability under these various legal provisions not only represent a significant liability exposure for corporate executives, but they also present a number of potentially significant issues when it comes to questions of coverage under the typical private company D&O insurance policy. As discussed below, a recent paper discussed a number of these issues; I discuss additional issues below, as well. Continue Reading The Critical Issue of Private Company D&O Insurance Coverage for Competition Law Claims

As I have noted in a number of posts (most recently here), the size of securities class action settlements rose significantly in 2018 compared to recent years. But what do the 2018 securities class action settlements look like when broken down according to the lead plaintiffs’ firm involved in the settlement? That is the question answered in a recent report from ISS Securities Class Action Services. The April 3, 2019 report, entitled “The Top 50 of 2018” takes a look at the top 50 plaintiffs’ firms ranked by aggregate size and number of settlements can be found here.   Continue Reading Plaintiffs’ Firms Ranked by Total 2018 Securities Suit Settlement Size and Number

Paul Ferrillo
Christophe Veltsos

In the second part of a three part series, Paul Ferrillo and Christophe Veltsos explain how cyber risk assessments can provide value. Paul is a shareholder in the Greenberg Traurig law firm’s Cybersecurity, Privacy, and Crisis Management Practice. Chris is a professor in the Department of Computer Information Science at Minnesota State University, Mankato where he regularly teaches Information Security and Information Warfare classes.  The first article in their series can be found here. In a forthcoming third article, the authors will address the technical tools side of cyber assessment, as opposed to people/processes/governance. I would like to thank Paul and Chris for their willingness to allow me to publish their article as a guest post. 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. Paul and Chris’s article is set out below. Continue Reading Guest Post: Cyber Risk Health Factors Case Study — Technology Alone Can’t Fix Security

Luxembourg City

The D&O Diary finished its European itinerary last week with a visit to Frankfurt for an event there, followed by a weekend stopover in Luxembourg before heading home. The pleasant weather I  enjoyed earlier in the week in Switzerland abandoned me in Frankfurt, where it rained, but the nice weather reappeared just in time for my weekend visit in Luxembourg. As the pictures below reflect, the pleasant spring weather was just about ideal for my first ever visit to Luxembourg. Continue Reading Frankfurt and Luxembourg

In the Zurich Aldstadt, along the Limmat River

The D&O Diary’s European assignment continued this week with a stop in Zurich, Switzerland’s largest city and one of the world’s leading financial centers, for meetings and an event there. I was fortunate that the beautiful weather I enjoyed in Lucerne followed me to Zurich. Even though I had many meetings scheduled throughout my time in Zurich, I still did have a little bit of a chance to enjoy the city, as shown in the pictures below. Continue Reading April in Zurich

Paul Ferrillo

In the following guest post, Paul Ferrillo,  a partner in the law firm Greenberg Traurig LLP in New York City, takes a look a six recurring problems that directors can have with their D&O insurance and how to avoid them. I would like to thank Paul 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 an article. Here is Paul’s article. Continue Reading Guest Post: Six Avoidable Problems Directors Can Have With Their D&O Insurance

Mt. Pilatus, above Lake Lucerne

The D&O Diary is on assignment in Europe this week, with a first stop in the Swiss city of Lucerne (or Luzern as it is known to the locals). I had meetings there on Thursday and Friday and then I was fortunate to spend the weekend there as well. I say “fortunate” because the weather over the weekend was dead-solid perfect. Continue Reading Springtime in Lucerne

On March 26, 2019, the SEC announced that it was awarding two whistleblowers a total of $50 million for providing the agency with information that led to a successful enforcement action. The two awards consisted of an award to one individual of $13 million and an award to a second individual of $37million. The $37 million award is the third largest award in the history of the SEC’s whistleblower program. The SEC’s March 26, 2019 press release announcing the awards can be found here. The SEC’s whistleblower award order can be found here. Continue Reading SEC Awards Two Whistleblowers $50 Million, Including Third Largest Ever Individual Award