Derivative suits are a topic of discussion that continues to challenge directors, officers, and insurers alike. The issue is particularly fraught for individual directors and officers because Delaware-incorporated companies...more
Private to Public Timeline -
Click/tap an area of the timeline to learn more about the D&O insurance process for companies going public. While the timeline below is specific to IPO companies, the milestones are relevant to...more
There is significant complexity to the process of protecting a company and its directors and officers as they undertake the process of going public. This resource is your guide to the D&O insurance process for de-SPAC...more
The 2025 PLUS D&O Symposium brought together leading voices in the professional liability space to discuss the evolving risks corporate leaders are facing. I was privileged to moderate the panel on securities litigation, a...more
Woodruff Sawyer’s D&O Databox™ Year-End Report provides insights about securities class action activities, developments, and historical trends—sourced from Databox, our proprietary database and leading resource for securities...more
The organization known as B Lab certifies B Corporations. To obtain this certification, companies have to meet strict social and environmental standards, including annual reporting. This certification signals to consumers...more
Founding a successful company is enormously difficult. An oft-cited statistic is that 75% of venture-backed start-ups fail, a percentage that is probably both understated and fails to consider all the companies that never...more
All empires eventually decline. For decades, Delaware has held the crown as the premier state of incorporation for domestic companies (and many foreign companies seeking a foothold in the United States capital markets). But...more
A year ago, you couldn’t avoid the talk about a brutal recession on the horizon—yet it didn’t materialize. At the end of 2023, economists said the data pointed to either a small recession or an avoidance altogether in 2023,...more
Effective board members know that staying current is key to upholding their responsibilities to their shareholders. The good news is there are numerous educational opportunities for directors offered in a variety of settings:...more
Companies that have been waiting to do their IPO until conditions improve are gearing up. In fact, EY predicts the global IPO market will turn around in 2024 due to some improvements in key macroeconomic factors and...more
Late-stage private companies may be disappointed that the economic slowdown has largely closed the initial public offering (IPO) window. The upside? More time to prepare for public company life when the IPO window re-opens....more
Non-US companies are attracted to going public on a US exchange for a variety of reasons, such as access to capital, increased liquidity, and in some cases, more flexible rules and regulations compared to other markets....more
Since the “Blue Bell Creameries” case in 2019, directors have been justifiably concerned about the rise in popularity of Caremark claims (breaching the duty of oversight in a way that implicates the duty of loyalty)....more
Directors are used to navigating the challenges of business. However, the past few years have proven to be even more demanding than usual, and for many reasons—the pandemic; war in Europe; environmental, social, and corporate...more
December 12, 2022 Update: Woodruff Sawyer’s client Meta (which owns properties like Facebook and Instagram), is the first Delaware-incorporated company to put Side A in a captive. To ensure complete coverage for its Ds and...more
The law doesn’t demand that you get things right, only that you tried; the recent dismissal of a derivative lawsuit against SolarWinds Corporation illustrates this perfectly. The cyber catastrophe that was SolarWinds in 2020...more
The first half of 2022 brought rapid and dramatic change to the world of US public company D&O insurance. It feels like 2021 is a distant memory: the hot IPO market has cooled, SPAC IPOs have ground to a near halt, and...more
It’s a banner year for Delaware corporations when it comes to protecting their directors and officers. Earlier this year, the Delaware legislature took steps that will allow captives to become a more viable alternative to...more
Many companies rely on capital raises to grow their business and bring products and services to market—but there are times that economic and financial market conditions make it difficult for companies to secure needed...more
The Securities and Exchange Commission is proposing new cybersecurity disclosure rules for public companies. According to the SEC, while public companies have improved their cyber disclosures over time, overall, they have...more
5/25/2022
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Cyber Attacks ,
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Disclosure Requirements ,
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Publicly-Traded Companies ,
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Regulatory Agenda ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
Insights Priya Cherian Huskins, Esq.Senior Vice President, Management LiabilityEditor, Management Liability/D&O May 10, 2022 /Management Liability/D&O While the life sciences sector has experienced a slowdown in IPO activity...more
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
When you join the board of a public company, you are making a long-term commitment that carries with it the risk of tarnishing your professional reputation if things go seriously wrong. You might also have to endure the...more
Effective board members know that staying current is key to upholding their responsibilities to their shareholders. The good news is that there are numerous educational opportunities for directors offered in a variety of...more