Director Liability and Insurance Resource Center
With help from resources featured here, directors can assess and mitigate their legal liability exposure, and so act with greater confidence to fulfill their roles.
Monitor General Trends in Director Liability and Insurance
US Private and Not-for-Profit Companies Still Face D&O Insurance Headwinds as Market Improves
US Public Company D&O Insurance Market Sees Pricing Relief, Strong Competition
2022 Governance Outlook: Projections on Emerging Board Matters (including D&O Liability and Insurance)
Recent Delaware Cases (including 2021 Boeing case)
Blog Series on Delaware Cases (Pileggi)
Blog Series on D&O Liability (Lacroix)
Corporate Governance Requirements (NACD Resource Center)
Understand the Basic Sources of Director Liability
Director FAQ: Avoiding Conflicts of Interest
Director FAQ: Boards and Regulation Fair Disclosure (Reg FD)
Director FAQ: The Board’s Role in Data Privacy Oversight
Director FAQ: Director Independence
Director FAQ: Fiduciary Duties
Directors’ Fiduciary Duties: Back to Delaware Law Basics (Skadden Arps)
FTC Thresholds for Interlocking Directorates (Federal Trade Commission)
Delaware General Corporation Law on Interested Directors (Subchapter IV, Section 144)
Corporate Governance Requirements (NACD Resource Center)
Establish Policies and Processes to Reduce Director Liability Exposure
Federal Forum Selection Provissions: A Key Tool to Defend Against Offering-Related Securities Lawsuits
For SPACs, an Ounce of Liability Prevention is Worth a Pound of Cure (June 2021)
Caremark Developments and the Imperative of Regular Risk Review (Wachtell, Lipton, May 2021)
DOJ Evaluation of Corporate Compliance Programs
Strengthening Compliance and Ethics Oversight Director Essentials
Blue Ribbon Commission Report on Director Liability
Director FAQ: Special Committees
General Counsel and Corporate Secretary Resource Center
Understand and Apply D&O Insurance
U.S. Public Company D&O Insurance Market Sees Pricing Relief, Strong Competition (June 2022)
How to Get D&O Insurance (Forbes May 2022)
Delaware Corporation Law Amendments Expressly Authorize Captive D&O Insurance (April 2022, pp. 7-14)
Delaware Supreme Court Provides Guidance Regarding D&O Liability Insurance Coverage (July 2021)
D&O Insurance Programs: Five Critical Risk Areas for Public Company Boards (June 2021)
Questions Every Nonprofit Director Should Ask About Directors and Officers Insurance (April 2021)
Relevant NACD Educational Events
NACD Summit 2021
Upcoming NACD Chapter Programs
NACD All Events Calendar (includes Summit, chapter events, annual events, webinars, and roundtables)
Monitor Special D&O Issues: Climate, Cyber, Safety
The ESG Police Have Arrived: Is Your Insurance Ready? (Anderson Kill)
Day of Reckoning: SEC Proposes New Climate Disclosure Rules (March 2022)
Can Directors Be Held Liable for Failure to Oversee Climate Risk?
Primer on Climate Change: Directors' Duties and Disclosure Obligations (Climate Governance Initiative)
Proposed Cybersecurity Rules Focus on Board Accountability
Mission Critical: Revisiting the Board's Oversight Role after In Re Boeing Co. (Akin Gump)