Directors’ & Officers’ Liability – Enforcing legal claims and decisions
We advise on executives’ duties and responsibilities and with regard to potential breaches of duty or omissions, in particular when it comes to compliance violations and inadequate compliance programs. We examine the extent to which compensation claims can be enforced and support the legally sound enforcement of decisions – with many years of practical knowledge and experience in the company, in consulting and in court.
Due to the current Diesel scandal and the coming to terms with the financial crisis, board liability remains a market-dominating issue. Breaches of duty can lead to criminal, civil and labour law consequences. The demands placed on managing directors, board members and supervisory board members and the risk of being hold liable increased notably.
We provide comprehensive legal advice in possible cases of directors’ liability and other crisis situations. We do not limit ourselves to the analysis of enforceable claims and existing D&O coverage with submission of legal opinions. Together with our clients, we develop negotiation strategies and possible solutions. If required, we represent our clients’ interests before courts of law as well as in arbitration and mediation proceedings.
We assist our clients in the reorganization of their corporate and group structures, prepare general meetings and shareholders’ meetings and provide comprehensive advice on management and supervisory board matters.
A particular focus is also on the structure of rights and obligations under company law, in particular the separation of responsibilities between the individual corporate bodies (Corporate Governance).
- Examination of possible directors’ and officers’ liability claims and their enforceability
- Examination of the D&O coverage protection
- Preparation of necessary committee decisions (“Business Judgment Rule” etc.) as well as their legal protection, including preparation and implementation of shareholders or general meeting resolutions
- Representation of interests in and out of court in the assertion of directors’ and officers’ liability claims
- Advice on changes to the organizational structure or process organization as an appropriate response to compliance violations identified (“lessons learned”)