The Director and Officer Liability Committee Meeting will be held on Friday, April 11, 2014 from 10:00 a.m. to 11:30 a.m. at the JW Marriott, Plaza 3, Third Level.
The dial-in information is as follows:
Toll-free dial-in number (U.S. and Canada)
International dial-in number:
April 12, 2014 CLE: Directors, Officers and In-House Counsel: You Think You're Covered, But You're Not (And What To Do About It): 2:30 p.m.
This CLE is unique both in its focus and its panelists. The title is descriptive: "Directors, Officers and In-House Counsel: You Think You're Covered, But You're Not (And What To Do About It)." It summarizes the results of the D&O Liability Committee's two-year exploration of the law and practice relating to the advancement of defense costs to innocent executives and their counsel when they become, as a U.S. Supreme Court case put it, "ensnared in ambiguous circumstances" that have criminal law implications. Experience teaches that these are the most stressful and potentially catastrophic claims that executives and their counsel can face, and they are not prepared for the damage that frequently follows to their health, family relationships, career and finances -- even if they are vindicated or not even charged.
The program will show how the common law of advancement has grown in a piecemeal fashion and remains fractured and complex. It will also demonstrate how insurance coverage is only beginning to catch up. It will then suggest means to limit the possible damage.
The panelists have been selected to cover the waterfront. Francis Pileggi, a noted practitioner and Delaware law legal blogger from Eckert Seamans in Wilmington, Delaware, will speak to the pitfalls and advantages of Delaware law and the twelve U.S. jurisdictions that are viewed as following it. Nancy Adams of Mintz Levin in Boston, Massachusetts, a noted insurance practitioner, will illustrate the problems inherent in the laws of the 40+ Model Act jurisdictions that require an executive seeking advancement to either waive critical Fifth Amendment rights as a condition to advancement or forfeit both his or her job and right to advancement. She will also link those issues to cooperation clauses in D&O policies. James Wing of Holland & Knight in Miami, Florida and Chicago, Illinois has defended executives caught in parallel civil and criminal proceedings and litigated advancement cases in which Fifth Amendment concerns were paramount. He will provide attendees with a Fifth Amendment primer directed to executive risks in internal investigations. He will also introduce our committee's current corporate counsel checklist as well as a 52 jurisdiction summary and analysis of advancement law as it relates to the Fifth Amendment and other means by which executives' rights to advancement can be compromised.
In addition, Leslie Kurshan, chief executive of the management liability division of Marsh London, a major international insurance broker, will link these points to current developments in both U.S. and international D&O insurance markets. Finally, Kara Altenbaumer-Price, management liability counsel for USL Dallas, a major broker for cover for in-house counsel, will explore how these issues impact "employed lawyers" (the insurance-industry term) and discuss particular issues unique to their protection when they are accused of aiding alleged miscreant executives.
The program promises to be both interesting and educational. The D&O Liability Committee encourages your attendance.