Directors & Officers Liability

Directors of public and private companies face the specter of unlimited personal liability. This podcast scopes and calibrates the risk faced by directors, and includes a discussion of when public company directors have paid out of pocked in the past. The podcast also briefly discusses three key strategies for addressing director risk: corporate governance, indemnification, and D&O insurance.

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Podcast Recorded June 2007 for the National Association of Corporate Directors (NACD), Silicon Valley Chapter.

Directors of a company have a duty to their shareholders to be prepared for the day when a potential buyer makes an attractive offer to buy the company. This podcast discusses the dynamics of the sale of a company and directors' duties under the law when selling their company. This podcast also discusses the steps that directors can take before the sale of a company to maximize their personal protections so that directors can focus on maximizing shareholder value.

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Podcast Recorded June 2008 for the National Association of Corporate Directors (NACD), Silicon Valley Chapter.

Directors of a company--as opposed to the officers of a company--have clearly defined roles and duties. Using the famous "agency problem" as an anchor point of the discussion, this podcast sets forth the three specific fiduciary duties of board members, as well as the seven key areas of board member responsibility.

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Podcast Recorded February 2008 for the National Association of Corporate Directors (NACD), Silicon Valley Chapter.

Being asked to join a board of directors is flattering. Deciding whether to accept this long-term commitment is an enormous responsibility. Directors are well-served by asking probing questions before joining a new board. This podcast walks through a systematic approach that will yield the right questions to ask--and have answered--before joining a board.

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Podcast Recorded June 2008 for the National Association of Corporate Directors (NACD), Silicon Valley Chapter.

"How much should we buy in limits" is the single most asked question about D&O insurance. This podcast will discuss common mistakes when selecting limits for D&O insurance, a systematic approach to use when determining appropriate limits for the policy and how one can use data to make an informed limits decision.

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Your insurance protection is only as good as the financial strength of your insurance carrier. This podcast sets forth a three step approach to monitoring insurance carrier health, and it discusses the three most important steps to take to limit one's exposure to any one carrier's potential insolvency.

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