This book examines such topics as: the risks officers and directors face, derivative and class actions, and when a corporation is required--or allowed-- to provide indemnification.
Directors' liabilities have been a key concern in boardrooms since the various high-profile corporate failures in Europe and the United States over the past two decades, when regulation increased and shareholders' and companies' rights to bring civil claims were extended. The current financial crisis will inevitably bring with it greater risks and challenges for directors. There is an increasingly aggressive environment for civil claims, fuelled by insolvencies, shareholders' pressure and public outcry. The attention of the regulators is also ever more sharply focussed on directors' conduct. directors are understandably looking closely at the protection available to them, through both indemnification and directors' and officers' insurance. The exposures faced by directors and the extent to which indemnification and insurance may provide protection vary significantly around the world. This comprehensive second edition features contributions by leading experts on the important aspects of directors' liability, the protection available to directors and the risks of doing business in multiple jurisdictions. New to the second edition are chapters on China, the Czech Republic, Kazakhstan, Saudi Arabia, Slovakia, South Korea and the United Arab Emirates. In addition to civil claims and indemnification, each chapter now includes commentary on regulatory and criminal liability. Particular focus is placed on the impact of the credit crisis. There is also a new section dealing with regulatory issues surrounding global directors' and officers' programmes and their ability to provide cover in all intended jurisdictions. Unique in its approach, this forthcoming second edition is a powerful tool in assisting directors, officers, in-house counsel and the private practice laywers advising them to make well-informed judgements about the risks they are taking.
This acclaimed reference book for international business lawyers first appeared in 2006, with a second edition in 2010. Now in its third edition, and once again published in conjunction with the International Bar Association, this comparative study of a crucial issue in corporate law gives practitioners a powerful and decisive tool for ascertaining and comparing the law affecting directors? liability in today?s globalizing economies. 0Covering nearly fifty jurisdictions worldwide (including eight not previously covered), the third edition affords senior lawyers in major firms the opportunity to provide concise, detailed, and easy-to-understand summaries on his or her home law on directors? liability. Authors whose research appeared in earlier editions have updated their chapters, and the case law summarized and analysed now reflects published cases through the end of March 2016. 0The contributions describe the relevant law in force in each particular jurisdiction, along with an insightful discussion of trends and future prospects. For each of the different jurisdictions the authors detail and explain such factors as the following: national legal theories of director liabilities; recent cases dealing with directors? liability; corporate governance; and indemnification and insurance. 0Where applicable, coverage also includes the legal implications of jurisdictional variations in such matters as judicial review, lawyer directorship, directors? reliance on outside professionals, and the effect of the European Action Plan. References have been thoroughly updated throughout, and include many new online sources.
In recent years several cases concerning the liability of directors and officers have courted controversy. Arguments raised in such discussions oscillate between two extremes: on the one hand, the need for governing bodies to give a space to entrepreneurial discretion and on the other hand to ensure the protection of investors in and creditors of a company from the consequences of disadvantageous decisions by those bodies. In light of the geographical dispersal of the above stakeholders, the study offers a comparative insight into the liability of directors and officers in 10 key European jurisdictions (in particular, Austria, Czech Republic, Germany, Italy, the Netherlands, Norway, Poland, Spain and Switzerland) and 4 non-European jurisdictions (namely Brazil, Israel, Turkey and the United States). Amongst other things it investigates existing company law principles on the topic and examines their interaction with tort law and other fields with a view to suggesting principles for better stakeholder protection. National reports are complemented by an economic analysis and insurance, conflict of laws and comparative reports. The study also benefits from case study analyses.
This is a comprehensive guide of the law at every level as it applies to cable networks, to cable's satellite competitors, and to the convergence of these technologies with the broadband Internet.