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Recent developments in director liability.(REQUIRED READING)(Directors' and officers' liability insurance)

Business Credit

| January 01, 2006 | Klimko, Justin G. | COPYRIGHT 2006 National Association of Credit Management. This material is published under license from the publisher through the Gale Group, Farmington Hills, Michigan.  All inquiries regarding rights should be directed to the Gale Group. (Hide copyright information)Copyright

The last two years have seen significant developments regarding director liability in shareholder lawsuits. Two notable developments have been the erosion of the protection provided by so-called "exculpation" clauses that many corporations include in their charters, and recent settlements requiring directors to pay amounts from their personal funds without indemnification by the company or proceeds from directors and officers liability insurance.

Exculpation Clauses

Beginning in the mid-1980s, many states added provisions to their corporate taws permitting corporations to include in their charters a provision that directors will not be liable to the ...

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