American Bar Association
Director and Officer Liability Committee

ABA Section of Business Law

Director and Officer Liability Committee

Message From The Chair

Dear Dear Director & Officer Liability Committee Members,

Next up: the Business Law Section Spring Meeting April 12-14, in Orlando, FL! Hopefully you are registered to attend, but if you did not do the advanced registration, you can still register in person on site at the Business Law Section Lounge registration desk at the Rosen Shingle Creek Resort. Here are some of the highlights of the meeting:

Our Committee has an interesting agenda planned, including a discussion of the current state of indemnification and advancement case law and reports on new developments impacting director and officer liability. We will be meeting on

Friday, April 13th, 2018
9-10:30 a.m.
Rosen Shingle Creek
St. John’s 29, Level 2

If you cannot attend in person, there will be dial-in information available before the meeting.

Be sure to stop by the Diversity Networking Reception on Wednesday evening, April 10th, 6:30-8 p.m., Rosen Shingle Creek, Butler, Level 1.

On Thursday, please attend the first of our two Committee-sponsored CLE programs titled:

Talking to Your Board About Cybersecurity: The Evolving Role of In-house Counsel in Managing Cyber Risk
Thursday, April 12, 2018
2:30-4 p.m.
Rosen Shingle Creek, Sebastian I-1, Level 1

The complimentary Section Welcome Reception takes place on Thursday, April 12th, 6-7:30 p.m., Quiet Pool, Level 1. It’s a great place to join colleagues and friends before one of the many planned committee dinners.

Our second Committee-sponsored CLE program takes place on Friday, and is titled:

Navigating Parallel Administrative, Civil, and Criminal Proceedings: Challenges, Considerations, and Ethics
Friday, April 13, 2018
10:30 a.m.-12:00 p.m.
Rosen Shingle Creek
Sebastian I-2, Level 1

The Section Dinner will be held at SeaWorld on Friday, April 13, from 7-10 p.m.

There are too many other great CLE programs and activities to list here. The session promises to be a magical event, and I look forward to seeing you in Orlando!

Director & Officer Liability Committee Member,

Frances Floriano Goins
Chair, Director and Officer Liability Committee
ABA Business Law Section

Mission Statement

The mission of the Committee on Director and Officer Liability is to monitor developments concerning the liability of directors and officers of for profit corporations, including court decisions, government actions, exculpatory provisions, D & O insurance and indemnification, and, if appropriate, to suggest changes in law or regulation. Through programs, reports and publications, including the preparation of sample documents, the Committee will provide updates and materials on legal developments in director and officer liability.

Webinars and Podcasts

Attorney Client Privilege: Implications for Officers and Directors (August 13, 2014)

This podcast explores issues arising in the corporate context affecting officers and directors regarding the assertion of the attorney client privilege, including who is the client, who controls the privilege and preserving the privilege in the mergers and acquisitions context. The podcast was moderated by Lewis Lazarus of Morris James LLP. The speakers were Peter B. Ladig of Morris James LLP and John Zeberkiewicz of Richards Layton & Finger.

Related Products

    Annotated Model Director and Officer Indemnification Agreement

    Annotated Model Director and Officer Indemnification Agreement

    ISBN: 978-1-62722-186-3 Product Code: 5070668PDF 2013, 30 pages This PDF provides guidance to counsel developing a D&O indemnification agreement and includes a .zip file containing the model agreement with annotations, and a Word file of the agreement without

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Goins, Frances


Zeberkiewicz, John

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Modified by Graham Hunt on April 9, 2018

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