Cipriani & Werner, P.C.'s Directors & Officers (D&O) Liability Practice Group represents our insurance clients and their insureds in a wide-range of matters arising under claims triggering coverage under D&O insurance policies.  Our attorneys have extensive experience defending litigation brought against directors and officers of privately held corporations, non-profit organizations, governmental entities and family-run businesses in a wide range of corporate governance claims. 

D&O claims may take various forms depending on whether they relate to duties to the corporation, employees, competitors, customers or the public. In the case of a cyber breach, D&O’s can face a shareholder’s suit or a shareholder derivative action claiming that directors and officers breached their fiduciary duty to the company for failing to have adequate cyber security measures in place. The coverage itself will also vary depending on whether the insured corporation has indemnification requirements in favor of their officers and directors.  Regardless of whether claims arise due to the failure of officers or directors to meet contractual or measurable standards of performance guided largely by the business judgment rule, claims of negligence, mismanagement or self-dealing actions by officers or directors, and various financing (debt and equity) and shareholder related matters, our experienced attorneys are prepared to vigorously defend our clients.

Cipriani & Werner attorneys are licensed to practice in numerous jurisdictions and have the skills and knowledge required to handle D&O liability matters. Our team’s understanding of state and federal rules and regulations, coupled with extensive litigation experience enables us to successfully represent clients in actions involving financial institutions, technology, pharmaceutical and biotechnology companies, and healthcare and manufacturing entities. Our attorneys represent clients in federal and state litigation, regulatory enforcement matters, chancery court matters and investigations involving a wide range of D&O liability matters, including: 

• Breach of fiduciary duty 
• Breach of duty of loyalty
• Director and Officer liability claims
• Corporate governance matters
• Mergers and acquisitions
• Employment discrimination
• Governmental investigations and litigation
• Health care fraud 
• False Claims Act litigation
• Negligence
• Employee supervision
• Wrongful business practices
• Self-dealing and conflicts of interest
• Financial mismanagement and corporate waste
• Data breaches and Privacy violations
• Investment Transactions
• Cyber Liability

In every case a C&W attorney handles, we work to promptly and accurately evaluate legal matters to evaluate risk of liability and develop a strong case for defense of our client. We understand how accusations and litigation can disrupt and interfere with business operations and profitability and we always strive to bring these matters to a favorable conclusion for our clients.