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D&O Liability Policies: A Potential Asset for Troubled Companies
One has only to open the newspaper, access the Internet, or turn on a television or radio to get a glimpse of the current turbulent economic climate. Businesses are cutting back or cutting jobs in an effort to survive, and the ongoing viability of many corporations and institutions appears to be in jeopardy. Historically, this type of economic climate is predictive of increased bankruptcy filings, liquidations, and other insolvencies. Under the appropriate circumstances, a company's directors' and officers' liability policies are potential corporate assets that should not be forgotten or ignored.
Directors' and officers' liability policies provide protection to officers and directors for claims against corporate officers and directors arising out of “wrongful acts” taken in their official capacities. “Wrongful acts” are defined in the policy itself, but typically extend to both acts and omissions, subject to stated exclusions. A wrongful act is typically defined as “breach of duty, neglect, error, misstatement, misleading statement, omission, or their misconduct as a director or officer.” A wide variety of activities may be covered, such as negligent omissions in proxy materials, misrepresentations of financial conditions and operations, violations of state law, overstating the corporation's net worth and future prospects, breaches of fiduciary duty, certain claims of self-dealing, misrepresentation, and constructive fraud.
Beach Boys Songs Written Decades Ago Triggered Current Quarrel With Lawyers
There's current litigation in the ongoing Beach Boys litigation saga. A lawsuit filed in 2019 against Nevada residents Mike Love and his wife Jacquelyne in the U.S. District Court for the District of Nevada that alleges inaccurate payment by the Loves under the retainer agreement and seeks $84.5 million in damages.
Major Differences In UK, U.S. Copyright Laws
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
The Article 8 Opt In
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
Strategy vs. Tactics: Two Sides of a Difficult Coin
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
Transfer Tax Implications on Real Property Leases
The real property transfer tax does not apply to all leases, and understanding the tax rules of the applicable jurisdiction can allow parties to plan ahead to avoid unnecessary tax liability.