United States: Directors and Officers

Explore the evolving risk landscape for Directors and Officers liability as corporate litigation, insurance recovery, and governance experts examine how cybersecurity breaches, AI-related claims...

The Delaware Court of Chancery has issued its first interpretation of the 2025 amendments to Section 144 of the Delaware General Corporation Law, establishing how courts will evaluate director independence challenges under the statute's new heightened presumption framework. What standard must plaintiffs now meet to overcome the presumption that directors of publicly traded companies are disinterested, and how does this reshape the landscape for derivative litigation?

A Delaware Court of Chancery ruling clarifies when operational authority translates to board membership and examines whether equity interests can survive employment termination. The decision in Tchernavskikh v. Accetturo provides critical guidance on distinguishing officer-level control from director status and interpreting restricted stock agreements in founder disputes.

Maria Prince, a board director and senior executive advisor, shares her career journey from ESG and supply chain risk leadership at DuPont to the boardroom. She discusses the importance of understanding your value, building relevant experience proactively, and pursuing opportunities without waiting for perfect qualifications.

The Court of Chancery has issued a significant decision on the preservation of electronically stored information, and it should give pause to anyone who relies on disappearing-message applications after litigation...

A recurring tension in venture-backed companies is that the investor who funds the business often wants a seat at the board table, and once its designee takes that seat, he or she owes fiduciary duties to the company...

A Delaware court examines fiduciary duty claims in a dilutive cramdown financing, analyzing whether a 26.4% blockholder qualifies as a controlling stockholder and whether directors breached their duties.

A Power of Attorney grants another person authority to make financial decisions on your behalf during your lifetime, offering convenience and continuity during health crises or incapacity. While this essential estate planning document provides seamless asset management without court intervention, it also carries significant risks of misuse when placed in the wrong hands.

The Maritime Administration (MARAD) published two companion final rules in the Federal Register on June 4, 2026, that together modernize and streamline the process by which corporations and other business entities...