What the Delaware McDonald's Decision Means for Corporate Officers and Compliance Programs
One Month to a More Effective Compliance Program with Boards - Day 1 - Legal Requirements of the Board Regarding Compliance
Nonprofit Quick Tips: Secretary of State Filings in California and Delaware
Compliance into the Weeds - McDonald’s and Duty of Corporate Officer Oversight
A Compliance Officer Turned Board Member's Advice
A Delaware Superior Court, applying Delaware law, has held that the United States Securities and Exchange Commission’s (“SEC”) request to toll the statute of limitations did not constitute a “Securities Claim” under a D&O...more
Key Takeaways - The Delaware Department of Insurance (Department) is conducting targeted market conduct exams of Third Party Administrators (TPAs) for compliance with state insurance laws and regulations....more
In this month’s update, we discuss cases involving related wrongful acts, wildfires, concealment of a weapon, concealment of climate risks, and road rage. We begin in Delaware, where the state’s high court determines...more
The Supreme Court of Delaware, applying Delaware’s “meaningful linkage” standard, has held that wrongful acts alleged in a securities class action were meaningfully linked to wrongful acts alleged by the SEC, such that the...more
A Delaware court recently found for the policyholders in determining that a directors and officers (D&O) liability policy covered the settlement of an underlying action alleging violations of the Securities Exchange Act of...more
On January 3, 2025, Judge Paul R. Wallace of the Superior Court for the State of Delaware granted plaintiff’s motion for summary judgment in a directors and officers (“D&O”) insurance denial case against. Harman Int’l Indus....more
In June 2024, the Delaware Superior Court granted a motion for summary judgment, requiring an insurance company to defend and indemnify the plaintiff in regard to underlying litigation. In doing so, the court issued a...more
I have been following Nevada law since 1987 when it followed Delaware by enacting a statute allowing Nevada corporations to include an exculpation provision in their articles of incorporation. The original statute was an...more
Long a feature of directors’ and officers’ (D&O) liability insurance policies, the so-called “Bump-Up” Exclusion has gotten significant attention over the last few years. Because of the recent escalation in securities...more
Disputes regarding ownership interests often arise in the context of closely held corporations, particularly when directors, officers, or majority shareholders sell or acquire ownership interests in the company. These...more
The Delaware Superior Court, applying Delaware law, has held that a group of D&O insurers’ counterclaims and affirmative defenses based on their policies’ interrelated wrongful acts provisions and pending and prior litigation...more
Join Weber Gallagher Partners Travis McElhaney, Kristen Swift, and Krista Shevlin for a webinar discussing automobile and property subrogation in the State of Delaware. The webinar will compare common law and contractual...more
On April 8, 2022, the United States District Court, District of Delaware, granted defendant-insurers’ motion for a change of venue, transferring the directors and officers (D&O) insurance dispute originally filed in Delaware...more
Delaware Governor John Carney recently signed into law a bill to amend Section 145 of the Delaware General Corporation Law (“DGCL”) to allow Delaware corporations to use captive insurance for their directors and officers...more
DELAWARE LEGISLATURE UPDATE - Big News: On January 27th, the Delaware Legislature passed legislation making captive insurance a real alternative to traditional D&O insurance. Overtime, this should reduce the costs of D&O...more
The United States District Court for the District of Delaware, applying Delaware law, has held that, because coverage was not available under a directors and officers liability policy for a claim against a director and...more
On September 7, 2021, in one of the few decisions addressing the scope of coverage for faulty workmanship under Delaware law, the Delaware District Court denied an insurer’s motion seeking a declaration that it neither needed...more
In a victory for Wiley’s client, Judge Abigail LeGrow of the Delaware Superior Court has held that an appraisal action did not constitute a claim “for a Wrongful Act” as required by a D&O policy. Jarden, LLC v. ACE Am. Ins....more
The United States District Court for the District of Delaware, applying Delaware law, has held that lawsuits alleging breaches of fiduciary duty did not constitute “Securities Claims” under a D&O policy. Calamos Asset Mgt.,...more
Applying Delaware law, the Delaware Superior Court has held that a bankruptcy trustee’s fraudulent transfer claim constitutes a “Securities Claim” under a D&O policy. Verizon Commc’ns Inc. v. Nat’l Union Fire Ins. Co. of...more