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Insurance Industry D&O Insurance Fiduciary Duty

Lowenstein Sandler LLP

Current State of Play with SPAC Litigation and Available Insurance Coverage

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Today, Lynda A. Bennett and Heather Weaver of Lowenstein’s Insurance Recovery Group sit down with Yelena Dunaevsky, Senior Vice President, Transactional Insurance, at Woodruff Sawyer to talk about the current state of SPAC...more

Wiley Rein LLP

Bump-Up Provision Bars Coverage for Settlement of Post-Merger Claims by Shareholders of Target Company

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On remand from the U.S. Court of Appeals for the Fourth Circuit, the U.S. District Court for the Eastern District of Virginia, applying Virginia law, has held that a bump-up provision in directors and officers liability...more

Pillsbury - Policyholder Pulse blog

Say What You Mean: Delaware Court Finds Bump-Up Exclusion Ambiguous as Applied to Mergers Versus Acquisitions

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

Farella Braun + Martel LLP

Disputes Between Shareholders May Not Be Governed by Fiduciary Duties but Could Be Covered by Insurance

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

Wiley Rein LLP

Settlement of Merger Objection Litigation is Not Covered “Loss”

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In a win for Wiley’s client, a California trial court has determined that a pharmaceutical company’s D&O policies did not cover its settlement of shareholder litigation alleging that the price another company paid to acquire...more

Wiley Rein LLP

Warranty Letter Bars Coverage for Claim Against Chief Legal Officer Arising From CEO’s Alleged Fraud

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The United States District Court for the District of Nevada, applying Nevada law, has held that a warranty letter executed by the insured’s CEO prior to the issuance of an excess D&O policy barred coverage for a claim made...more

Morris James LLP

Superior Court CCLD Determines D&O Insurance Policy Does not Cover Defense Costs in Statutory Appraisal Proceeding

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MPM Holdings, Inc. v. Federal Ins. Co., C.A. No. N20C-07-014 MMJ CCLD (Del. Super. Ct. Mar. 17, 2022) - In recent years, the Delaware Supreme Court has pointed out that directors and officers liability insurance might not...more

Vinson & Elkins LLP

D&O Insurance Considerations for Going Public via SPAC: Are You Covered?

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With more than 600 special purpose acquisition companies (“SPACs”) currently looking for merger partners, private companies are likely being courted by a number of SPAC suitors....more

White and Williams LLP

M&A Objection Lawsuits and Claims for Inadequate Consideration: A “Bumpy” Road for D&O Insurers

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Although the volume of merger objection litigation has gone down somewhat over the last few years, most large public-company M&A deals are challenged in court. These lawsuits usually include a number of claims against the...more

Wiley Rein LLP

Alleged Breach of Fiduciary Duty Not a “Securities Claim”

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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

Blank Rome LLP

Under Pressure to Diversify: Availability of D&O Coverage for Corporate Diversity Claims

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With the recent rise in novel diversity lawsuits, which have targeted some of the leading companies across the country, and are sure to be a hot topic of litigation this year and beyond, policyholders are highly encouraged to...more

Lowenstein Sandler LLP

California Court Broadens A D&O Policy’s Bump-Up Exclusion To Bump Out Coverage

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Recently, a California state court expanded a “bump up” exclusion in excess D&O policies to bar coverage for a settlement of a shareholder class action lawsuit against Onyx and its directors and officers. The shareholders...more

Morris James LLP

Delaware Superior Court Limits Fraud Exclusion

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This is an important decision because it limits the use of the typical fraud exclusion in a D&O policy to avoid liability to the insured. The insured David Murdoch was found to have breached his fiduciary duty to Dole Foods...more

Holland & Knight LLP

Religious Institutions Update: August 2016

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When was the last time your organization reviewed your insurance policies? Not all policies are equal. Many religious organizations are underinsured. Most should have general liability, property, professional liability,...more

Carlton Fields

Florida District Court Affirms Bankruptcy Court Bar Order In Favor Of Former Ds & Os

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On September 24, Southern District of Florida District Court Judge James I. Cohn issued an opinion affirming an order approving the settlement of a debtor’s breach of fiduciary duty, corporate waste, and mismanagement claims...more

Faegre Drinker Biddle & Reath LLP

CFO’s Thirst for Wine Club Invitation Costs Hospital Millions

You can’t make this stuff up. Last Monday a federal court in Rhode Island ordered two insurance companies to pay a $30 million claim by hospital management company Lifespan Corp. Lifespan filed the claim after being ordered...more

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