Peter C. Fischer
Burkhard Fassbach

In the following guest post, Peter C. Fischer and Burkhard Fassbach explore the reasons why board members of German companies would be well-advised to negotiate a clause in their service agreements requiring their companies to procure D&O insurance, as well as the preferred terms and provisions that the D&O insurance should incorporate. Peter is a Professor of Law at the University of Applied Sciences Dusseldorf and Burkhard is a D&O lawyer in private practice in Germany. A version of this article in German previously was published in the law journal GWR. I would like to thank Burkhard and Peter for allowing me to publish their article as a guest post on this site. I welcome guest post submissions from responsible authors on topics of interest to this site’s readers. Please contact me directly if you would like to submit a guest post. Here is the authors’ article.Continue Reading Guest Post: The German D&O Procurement Clause Revisited

Frankfurt

The D&O Diary is on assignment in Europe this week, with the first stop in Frankfurt, the German financial capital. The spring weather in Frankfurt was mild and pleasant while I was there, though I was in Frankfurt all too briefly.

The purpose of my visit to Frankfurt was to participate in the DRRT

Schloss Nymphenburg

The D&O Diary concluded its extended European sojourn with a final stop in the Bavarian city of Munich. Our stop in Munich was brief, but we were very fortunate that the brilliant weather we enjoyed in our prior stops in Europe continued while we were in Germany.Continue Reading Munich

Frankfurt Skyline

The D&O Diary is on assignment this week in Europe, with a first stop in Frankfurt, Germany. I have been to Frankfurt on several prior visits, and the city’s streets, sites, and public transportation system are pleasantly familiar. The weather was cool and mostly cloudy for most of the visit, but just the same it was great being back and enjoying the city again.Continue Reading Back in Frankfurt

Frank Hülsberg

Burkhard Fassbach

This past summer, the German legislature passed the Supply Chain Act, in order to require German businesses to comply with due diligence obligations to improve compliance with human rights and material standards within supply chains. In the following guest post, Frank Hülsberg, a Chartered Accountant and Tax Advisor in Düsseldorf, Partner Advisory and Member of the Executive Board at Grant Thornton AG Wirtschaftsprüfungsgesellschaft in Germany, and Burkhard Fassbach, a Senior Manager in the Governance, Risk, Compliance & Technology department at Grant Thornton in Frankfurt, review the Act’s requirements and consider its implications. I would like to thank Frank and Burkhard for allowing me to publish this 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 Frank and Burkhard’s article.
Continue Reading Guest Post: Focus on ESG: The German Supply Chain Due Diligence Act

Among the topics of principal focus on this site are U.S. securities class action lawsuits, although from time to time I do write about collective investor actions outside the U.S (here, for example). The fact is that in recent years there have been a number of important and interesting developments in collective investor actions outside of the U.S. In a recent paper, “Five Current Class Actions Outside of North American Investors Should Be Aware Of,” Jeff Lubitz, Managing Director, ISS Securities Class Action Services, takes a look at some key cases outside of the U.S. to watch in coming months. A copy of the paper can be found here.
Continue Reading Key Collective Investor Actions Outside the U.S. to Watch

Regular readers of this blog know my view that the  rise of collective investor actions outside the United States is one of the most important developments in the world of directors’ and officers’ liability in recent years. The increase in collective investor actions has been particularly noteworthy in Europe. In the following guest post, ISS Securities Class Action Services and the FOX Williams law jointly report on the current state of play in European Class Actions.  The ISS SCAS authors are Jeffrey Lubitz, Managing Director, and Elisa Mendoza, Esq., Associate Director. The Fox Williams authors are Andrew Hill, Partner; Anisha Patel, Senior Associate; and Sam Tarrant and Olwen Mair, Associates. A .pdf version of the report is available here. As the authors note, investors increasingly are finding innovative ways to bring such claims and the courts and legislatures across Europe appear willing to find solutions to ease the burden and costs traditionally associated with these actions, making them more accessible to investors. I would like to thank the authors for allowing me to publish their report 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 the authors’ article.
Continue Reading Guest Post: An Investor Roadmap: The Jurisdictional Differences and Impact of ESG in European Shareholder Class Actions

In a milestone in the development of collective investor actions in Germany, a plaintiff in a proceeding against Hypo Real Estate Holding and arising out of the global financial crisis had reached an agreement to settle the action for €190 million. The case against Hypo Real Estate Holding was brought under the German Capital Markets Model Case Act, known as KapMuG. As discussed below, this settlement has very important implications for the development of collective investor actions in Germany, and, indeed, worldwide. A copy of the plaintiff law firm’s June 1, 2022 press release describing the settlement can be found here.
Continue Reading German Collective Investor Action Against Hypo Real Estate Holding Settled for 190 Million Euros

The Neues Rathaus (New Town Hall) in Marienplatz, in Munich

The D&O Diary’s sojourn in Germany continued last week with travel to Nuremburg and Munich. The same wonderful late spring weather that we  had enjoyed the week before in Frankfurt followed us as we continued our travels in Germany.
Continue Reading Munich and Nuremberg