As ESG-related litigation has develop, one definitive trend has been the emergence of litigation involving allegations of “greenwashing” – that is, claims alleging that companies overstated their ESG credentials in order to win business, attract customers, or score virtue
The D&O Diary
A Periodic Journal Containing Items of Interest From the World of Directors & Officers Liability, With Occasional Commentary
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Latest from The D&O Diary
Security Screening Company Hit with AI-Related Securities Suit
Last week, when I wrote about two recent AI-related SEC enforcement actions, I noted that the SEC’s public statements when it announced the enforcement action settlements not only underscored the SEC’s AI-related concerns but also illustrated the kinds of issues…
EV Company Hit With SPAC-Related Securities Suit
SPACs were back in the business headlines again last Friday, as the news circulated that shareholders of Digital World Acquisition Corp., a special purpose acquisition company, had approved the proposed business combination with Trump Media & Technology Group, the corporate…
Companies Adopting Officer Exculpation Amendments to Corporate Charters
For nearly 40 years, Delaware Corporations have been permitted to adopt corporate charter provisions exculpated their directors from liability. Effective August 1, 2022, Section 102(b)(7) of the Delaware General Corporations Law (DGCL) was amended to permit Delaware corporations to…
More AI-Related IP Lawsuits Filed Against OpenAI and Microsoft
Some readers may recall that at the end of last year, the New York Times very publicly sued OpenAI and Microsoft for copyright infringement, in connection with the defendants’ alleged use of the newspaper’s content for purposes of training chatbots…
SEC Hits Two Investment Advisers With “AI Washing” Enforcement Actions
The SEC wants everyone to know that it is watching what the companies and firms it regulates are saying about their use of Artificial Intelligence (AI). SEC Chair Gary Gensler set the stage in a speech he made last December…
Is a Director “Duly Elected or Appointed” If the Election Was Flawed But Later Ratified?
D&O insurance policies typically extend coverage to “duly elected or appointed” directors and officers. But what happens if the proper election or appointment procedures were not followed yet the individual served as a director anyway? Is that person a “director”…
Does the Plaintiff Law Firm Matter in Securities Suit Outcomes?
We have all seen the various league tables showing which plaintiffs’ firms have had the highest average securities class action settlements. But do these firms wind up at the top of the tables because they produce better outcomes for the…
Does a Del. Corp.’s Reincorporation in Another State Reduce D&O Liability Exposure?
It is an idea that suddenly is all the rage – that companies should shake the Delaware dust off their feet and reincorporate elsewhere. Elon Musk has famously said, in the wake of the Delaware Chancery Court’s decision voiding…
EU Adopts Sweeping AI Law: What Does it Mean?
On March 13, 2024, the European Parliament approved the adoption of the EU Artificial Intelligence Act, legislation that the Wall Street Journal, in a front-page article, called the “World’s First Comprehensive AI Law.” The sweeping law, the effectiveness of…