Directors and Officers (D&O) Litigation

Our corporate lawyers regularly handle officer, director and shareholder litigation in individual, derivative, and state attorneys’ general actions. We also have extensive experience handling all phases of class action and multi-district litigations. We employ creative solutions to address client issues in relation to D&O liability defense matters.

Our experience includes representing corporate clients in administrative and licensing proceedings involving state and federal agencies, state insurance departments, FINRA and the SEC, including:

• Corporations
• Boards of Directors
• Board committees
• Management teams
• Special committees
• Individual directors and officers

We handle D&O liability claims against private companies, not-for-profit organizations, associations, cooperatives, condominiums, school boards, hospitals, financial institutions, religious and charitable institutions, and a broad range of other categories.

Our services also include counseling clients on preventative measures to avoid D&O liability, including conducting internal investigations and audits and advising clients regarding risk management issues. We assist management teams, boards of directors and compliance officers, among others, with creating and implementing systems to meet high standards of corporate responsibility.

WSHB’s trusted and experienced corporate lawyers apply the same firm commitment to assembling diverse, efficient, collaborative and immensely effective legal teams designed to achieve enviable results for our clients in the Directors and Officers litigation space.

• We represented a real estate developer who converted a commercial building into business condominiums. As part of that process, an owners association was formed, with our client responsible for its initial funding, governance and operation. Plaintiffs alleged numerous acts of malfeasance in the formation and initial governance of the association, including a failure to fund reserves and comingling of association and personal accounts. The Court dismissed a number of causes of action prior to trial and the jury then returned a defense verdict. Our client was subsequently awarded its attorneys’ fees.
• In another matter representing the Board of a non-profit, we defended claims involving alleged malfeasance and wrongful termination in violation of federal statutes of an officer of the company. At trial, we successfully defensed all claims on behalf of the Board.
• Our extensive background representing residential developers and others in the construction industry has given us particular expertise in representing Home Owner’s and Community Associations. We defend breach of fiduciary duty claims against community associations and their directors and officers, disputes arising from corporate governance and decision-making, challenges to elections and votes undertaken by a community association, disputes concerning decisions regarding architectural issues and restrictions, alleged failure to enforce covenants, conditions, and restrictions and personal injury and property damage claims arising from alleged negligence in maintaining common areas.
• Our practice includes providing Board-level legal advice to small and midsized corporations. We have frequently represented directors and officers of nonprofit mutual benefit associations, and other not-for-profit organization and defended directors of homeowner associations and other private self-governing boards.

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