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I recently attended a public company board member roundtable, hosted by the recruiting firm Spencer Stuart, where their executives discussed the topic of CEO succession. Spencer Stuart didn’t just come with an opinion for this talk, they came with data. Let’s take a look.

The question of “Who pays for what?” is pretty important when it comes to any aspect of an M&A transaction. This is a question I get asked a lot with regards to the use of Reps and Warranties Insurance. Unsurprisingly, underwriters aren’t concerned where the money comes from as long as they get paid their premium.

On March 5th, the IRS released Rev. Proc. 2018-18, addressing a variety of changes to tax rates and inflation-adjusted thresholds in accordance with the Tax Cuts and Jobs Act passed late in 2017. Under the new tax legislation, the methodology for determining adjustments to limits, for things such as FSA and HSA contributions, is tied to a chained CPI, probably resulting in slower upward adjustments over time.

How does one carry out fiduciary duties in the most complex of situations—like when board members represent venture capital investors? Or when a private company’s path to going public goes sideways and leaves the common stockholder with little to nothing?

When the General Data Protection Regulation (GDPR) goes into effect on May 25th, significant new obligations will be placed on companies doing business in the EU or with European citizens. Adopted in 2016 after a lengthy debate among EU member companies, GDPR goes far beyond the data breach notification requirements that we are familiar with in the US.

Once in a while, I come across unique requests from clients (especially those who are real estate developers or owners), where the landlord or the tenant wants to shift insurance obligations in the lease from one to the other. This action can be tricky, because critical lease clauses –if not carefully reviewed by a broker--can cause real problems in the event of a claim.

In January, we previewed our findings about what we’re seeing in the securities class action landscape from Woodruff Sawyer’s proprietary D&O DataBox™. In that post, we noted that 2017 had the highest number of filings in the past 10 years.