Wednesday, June 29, 2011

Director Liability is the Polite Lie at the Core of Corporate Governance

In thinking about director liability lately -- and it's a subject that never seems to go away -- I'm convinced that it's an underlying weakness in corporate governance.  Can a director truly fulfill their required duty to shareholders if they are indemnified and insured against every action, word, deed or behavior?  And what exactly is the risk for them?  Where are the directors facing fault for corporate failures -- or even misconduct?  Brian Cheffins of University of Cambridge and Bernard Black of Northwestern University School of Law have written widely on the issue of director liability and I recommend that you look at some of their work. 

In the meantime here is a new video post on the topic.  I look forward to your comments.

June 29, 2011 in accountability , directors , fiduciary duty , shareholder rights , director liability  |  0 comments  | 

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