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The D&O Diary

A Periodic Journal Containing Items of Interest From the World of Directors & Officers Liability, With Occasional Commentary

Shareholders Derivative Lawsuit

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“Say on Pay” Lawsuit Survives Dismissal Motion

By Kevin LaCroix on September 22, 2011
Posted in Shareholders Derivative Litigation

Only small a small number of companies experienced a negative “say on pay” vote this past proxy season, but many of the companies that did found themselves hit with a shareholder lawsuit in the wake of the negative vote. Cincinnati Bell is one of the companies that with both a negative vote and subsequent shareholder…

In a Must-Read Opinion, Delaware Court Rejects Bid to Block Massey Merger

By Kevin LaCroix on June 2, 2011
Posted in Shareholders Derivative Litigation

According to news reports, on June 1, 2011, Alpha Natural Resources completed its $7.1 billion acquisition of Massey Energy Company. The deal went forward despite last minute efforts by groups of Massey shareholders proceeding in West Virginia and Delaware courts to try to enjoin the transaction on the grounds that the merger did not…



Kevin M. LaCroix and Sarah M. Abrams are both attorneys and Executive Vice Presidents, RT ProExec, a division of RT Specialty. RT ProExec is an insurance intermediary focused exclusively on management liability issues…

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Nuts And Bolts of D&O Insurance

This multipart series explores the basics of directors' and officers' liability insurance. The index for this series can be Found Here

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