Board Liability

Whether U.S. authorities ultimately bring an FCPA action against News Corp., the company and board will still have to deal with related civil litigation.

2011 is proving to be yet another blockbuster year in Foreign Corrupt Practices Act enforcement.  The following are some highlights of 2011 year-to-date...

A quick primer plus a punch list to consider when purchasing or renewing D&O insurance.

In the seven years after the Sarbanes-Oxley Act was enacted, clawback provisions were rarely enforced. But following the recent financial crises, the SEC seemed to take a more aggressive approach.

As a director of a company, your shareholders, employees and customers count on your stewardship.  But a high-stakes case forces you to turn over the fate of your company to a stranger (a judge) or a group of strangers (a jury).  Doing so is never easy, but here are five tips to help successfully navigate your company through a “bet the company” litigation.

Directors and officers liability insurance remains one of the most important and sometimes misunderstood tools directors have to protect themselves from the risks they assume in serving on a board. AH&T Insurance has discovered that the best way to enhance a company’s confidence in making informed decisions during the D&O renewal process is by offering peer data.

The board has always played a vital role in a company’s IPO, but in recent years, disclosure, corporate governance and control requirements have mushroomed, market expectations for IPO companies have increased, and directors of public companies have become subject to greater personal risk.

There has been a significant increase in federal and state investigations amid claims of alleged corporate and management misconduct.

Key executives and experts in directors’ legal duties and D&O insurance participated in a roundtable discussion on the most recent cases and compliance duties boards need to be aware of to best manage and mitigate corporate risk. The session is moderated by Jordan D. Hershman, co-chair of the Securities Litigation Group, Bingham McCutchen, LLP.

To be sure, properly recorded corporate minutes should be the ultimate record of director dissent, board decisions, and intent.