Tag Archives: Environmental Liability

Ontario Statute: Directors and Officers of Dissolved Corporations May be Held Liable for Environmental Liabilities

A new Ontario statutory provision affecting the liability of directors and officers of dissolved corporations for environmental remediation costs recently caught my attention. As discussed in a December 5, 2016 memo from the Dentons law firm (here), apparently Ontario corporations have been in the past voluntarily dissolving in order to try to avoid environmental clean-up. … Continue Reading

Yet Another Shareholder Suit Alleging Misrepresentation of Environmental Liabilities

At a time when cyber liability and other hot topics dominate the discussion, potential corporate liability arising from environmental disclosures often does not receive the attention it should. However, as I have previously noted on this blog, environmental issues have been and remain an area on which plaintiffs’ lawyer have been focused. A recently filed … Continue Reading

Directors and Officers Held Personally Liable for Bankrupt Company’s Environmental Liabilities

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 environmental regulator for costs to remediate environmental contamination at the company’s manufacturing site. The case … Continue Reading

Will the SEC’s New Interpretive Guidance Open the Door to Climate Change Disclosure Suits?

On February 2, 2010, the SEC published its interpretive release providing guidance to public companies on the SEC’s existing disclosure requirements as they apply to climate change. The release can be found here. A February 4, 2010 memo from the Gibson Dunn law firm analyzing the SEC’s release can be found here.   While the … Continue Reading

Will the U.N. Summit Boost Climate Change Disclosure Initiatives?

With the United Nations Climate Change Conference set to begin December 7, 2009 in Copenhagen, activists and observers are dialing up the volume both with calls for reform and with updated reports of the projected risks that global warming threatens. Among the long-standing initiatives advocates are now seeking to advance is the petition before the … Continue Reading

New Environment for Climate Change Litigation?

While I have long predicted (refer here) the possibility of litigation against directors and officers of public companies concerning global climate change-related disclosures, to date the lawsuits have not materialized. Which is not to say that there have not been relevant developments – to the contrary, there have been many, as discussed below. There just … Continue Reading

Carbon Disclosures: Coming Soon?

 On June 26, 2009, when the U.S. House of Representatives passed the American Clean Energy and Security Act of 2009, it set the stage for changes that could have a direct effect on corporate financial results. The Act has now moved to the Senate, where it could face significant hurdles. But strong White House support … Continue Reading

Earth Day Essay: Climate Change and Corporate Risk Assessments

The recent Environmental Protection Agency (EPA) proposal to find that greenhouse gases "contribute to air pollution that may endanger public health or welfare" is just the latest in a series of actions and events suggesting that climate change related issues could affect a large number of companies, in a variety of ways, including most specifically … Continue Reading

The Responsible Corporate Officer Doctrine

In order to assign responsibility in connection with the enforcement of public welfare objectives, courts have developed the "responsible corporate officer doctrine," which in recent years has been applied with increasing frequency in environmental enforcement. A California appellate court recently applied the doctrine to enforce civil liability on the officers of a family run business. … Continue Reading

D&O Insurance: The Pollution Exclusion and Securities Claims

A recurring D&O insurance coverage concern involves the question whether the standard pollution exclusion typically found in most D&O policies could preclude coverage for a securities lawsuit alleging pollution-related misrepresentations or omissions. An August 15, 2008 opinion (here) by a New Jersey intermediate appellate court addressed this issue squarely.   The New Jersey Superior Court … Continue Reading

What’s Next: Climate Change Financial Risk Disclosure

In a development of potentially great significance for climate change disclosure and reporting issues, on August 27, 2008, New York Attorney General Andrew Cuomo announced (here) that Xcel Energy had entered a “binding and enforceable agreement” requiring the company “to disclose the financial risks that climate change poses to investors.” Xcel’s announcement regarding the agreement … Continue Reading

Environmental Disclosure Issues

In a recent post (here), I wrote about the September 18, 2007 petition submitted to the SEC by several environmental groups, seeking to persuade the SEC to institute rules requiring companies to assess and fully disclose their financial risks from climate change. These groups clearly want to use the SEC’s disclosure requirements to pressure companies … Continue Reading

Climate Change and D & O Risk

The U.S. Supreme Court’s landmark April 2, 2007 decision in Massachusetts v. EPA (here) may represent a turning point in the evolving governmental response to global warming. As discussed below, the decision itself and the regulatory, legislative and litigation consequences that will likely follow could have important implications for many publicly traded companies and their … Continue Reading