Directors' Liability and Indemnification
A Global Guide
By: Edward Smerdon
About This Book
The only work of its kind, this new book will be a powerful tool in assisting directors, officers and in-house counsel of national and international companies, and the private practice lawyers advising them, to make well-informed judgements about the risks they are taking.
AI Overview
Title: "Directors' Liability and Indemnification: A Global Guide" by Edward Smerdon
Overview: The book "Directors' Liability and Indemnification: A Global Guide" by Edward Smerdon is a comprehensive reference guide aimed at directors, officers, in-house counsel, and private practice lawyers. The fourth edition, published in 2022, provides an essential resource for navigating the complex legal exposures faced by directors in various jurisdictions around the world.
Key Themes:
- Global Legal Environment: The book addresses the legal environments in 28 different countries, including the U.S., Europe, Asia, Latin America, the Middle East, and Africa. It covers the evolving corporate governance laws, corruption laws, and insolvency laws in these regions.
- Directors' Duties and Obligations: Each chapter provides a country-specific overview of directors' duties and obligations, including their responsibilities to shareholders and the company.
- Civil, Criminal, and Regulatory Liability: The book examines the risks of civil, criminal, and regulatory claims against directors. It discusses the principles governing the availability of indemnification and insurance in various jurisdictions.
- Indemnification and Insurance: The text describes the local rules concerning foreign insurers' provision of Directors and Officers (D&O) insurance, highlighting the nuances of indemnification and insurance protection globally.
Plot Summary: The book is structured to provide a structured approach to understanding directors' liability and indemnification. Each chapter follows a consistent format, including:
- Commentary on the risks of civil, criminal, and regulatory claims against directors.
- Analysis of the availability of indemnification and D&O insurance.
- Examination of the local rules concerning foreign insurers' provision of D&O insurance.
- Country-specific overviews of directors' duties and obligations.
- Descriptions of each country's claims environment, including relevant criminal and regulatory liability issues.
Critical Reception: The fourth edition of the book has received positive reviews for its comprehensive coverage and updated content. The book is praised for its detailed analysis of the global legal environment and its practical guidance for legal professionals advising directors. The addition of new chapters on Jersey and Guernsey (Offshore) and Sweden (Nordics) is particularly noted as a significant enhancement.
Overall, "Directors' Liability and Indemnification: A Global Guide" is a critical resource for anyone involved in corporate governance, providing a nuanced understanding of the legal exposures and protections available to directors globally.