News & Analysis as of

Personal Liability Derivative Suit

DarrowEverett LLP

AmeriSource Decision a Difficult Pill to Swallow for Securities Plaintiffs

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The opioid crisis has garnered nationwide attention for decades and has resulted in thousands of lawsuits, subjecting pharmaceutical distributors to billions of dollars in damages. AmerisourceBergen (“Amerisource”) — one of...more

Fisher Phillips

Red Flags Mean Danger! 6 Key Steps for Businesses as Delaware Expands Fiduciary Liability for Corporate Officers

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Human Resources Executives and Chief Compliance Officers now face the potential for increased personal liability following a first-of-its-kind decision from a Delaware court, which established the fiduciary duty of oversight...more

Farrell Fritz, P.C.

Principles of Fiduciary Deference: The Business Judgment Rule and Exculpatory Clauses

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A number of lawsuits have percolated through New York’s courts over the past five years between Adam Max, son of world-renowned visual artist Peter Max, and Adam’s sister, Libra, over control and management of the family...more

Akin Gump Strauss Hauer & Feld LLP

In re Boeing: Revisiting Potential Director Liability Exposures

Recent rulings underscore the attention boards of directors and management must continue to pay to the risks faced by companies across all sectors of the economy and their potential impact on business operations...more

Woodruff Sawyer

Looking Ahead: Expert Insights into the 2022 D&O Market

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As predicted in last year’s Looking Ahead, D&O insurance rates continued to rise in 2021. However, there are early signs that the market is in transition and that some relief may be on the way. As documented in this year’s...more

Morris James LLP

Court Dismisses Derivative Complaint Where Plaintiff Fails to Plead a Substantial Risk of Personal Liability by Directors...

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A plaintiff seeking to bring derivative claims on behalf of a Delaware corporation bears a heavy burden if she has not made demand and seeks to demonstrate that demand would be futile based on directors’ alleged substantial...more

Kramer Levin Naftalis & Frankel LLP

Delaware Supreme Court Allows Caremark Breach of Loyalty Claim To Go Forward

On June 18, in Marchand v. Barnhill, the Delaware Supreme Court reversed a ruling by the Delaware Court of Chancery in a shareholder derivative suit alleging a breach of the duty of loyalty. While the standard for a...more

White and Williams LLP

The $29 Million Yahoo Derivative Data Breach Settlement: What Next?

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On January 4, 2019 a federal district court in California approved a $29 million settlement in a shareholder derivative lawsuit against former Yahoo directors and officers regarding high-profile data breaches at Yahoo between...more

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden's 2019 Insights: Expanding Theories of Liability in the #MeToo Era

Alleged workplace harassment is not a new phenomenon, but in the wake of allegations of sexual misconduct in the corporate context, plaintiffs increasingly are targeting an expanded group of defendants, including public...more

Troutman Pepper

Risky Business: Protecting the Assets of Directors

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Directors and officers are exposed to potential liability from suits by the company, shareholders, and debt holders, among others. There are, however, a number of protections available to protect the assets of directors and...more

Jackson Walker

Choice of Entity and Key Contents of Organization Documents

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Five Business Entity Forms: • Corporation • General Partnership • Limited Partnership • Limited Liability Partnership (“LLP”) • Limited Liability Company (“LLC”) ...more

Akin Gump Strauss Hauer & Feld LLP

Federal Judge Dismisses Target Directors from Data Breached Related Derivative Suit After Special Litigation Committee Recommends...

The hurdles for claims against directors for failed oversight in connection with data breaches continue to increase. On July 7, 2016, District of Minnesota Judge Paul Magnuson released derivative claims against top Target...more

Sheppard Mullin Richter & Hampton LLP

Tenth Circuit Upholds Nevada Law By Denying Stockholders Standing to Bring Claims on Behalf of Nevada Corporation

In In re Zagg Inc. Shareholder Derivative Action, No. 15-4001, 2016 U.S. App. LEXIS 11095 (10th Cir. June 20, 2016), the United States Court of Appeals for the Tenth Circuit held that stockholders of a Utah-based, Nevada...more

Goodwin

Business Litigation Reporter - June 2016

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Goodwin Procter’s Business Litigation Reporter provides timely summaries of key cases and other developments within dedicated Business Litigation sessions and related courts throughout the country – courts within which...more

Morris James LLP

Court Of Chancery Explores Risk Management Duties

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As this decision notes, only if a Board is consciously failing to follow its duty is the Board potentially liable for a failure to monitor risk and the resulting harm to the corporation. That in turn requires some sort of...more

Proskauer - Insurance Recovery & Counseling

Protecting Directors and Officers From Derivative Liability Arising From Data Breaches

With data breaches affecting companies across virtually every industry, cyber security has remained front page news. Lawsuits brought by aggrieved consumers and financial institutions against companies that have suffered data...more

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