Directors' Liability & Boardroom Counselling

The global pandemic of Covid-19, better known as the coronavirus, creates big challenges for and potential claims against the boards and supervisory boards of Dutch companies and semi-public organizations. How to conduct a careful policy, to deal with the financial interests of stakeholders prudently, and to protect the health hazards of employees and customers in relation to the corporate interest? Will people not judge afterwards that you could or should have acted more carefully?

The Directors' Liability & Boardroom Counselling team knows the standards that apply and how the courts assess the extent of care required that directors and supervisory directors have to observe. Our people therefore act as ‘trusted advisors’ to the board members and supervisory bodies of (semi-public) undertakings in order to play by the rules, but also advise insurers that insure directors and supervisory bodies against claims for liability.
This gives our team a unique set-up. The team members are experienced legal specialists from all disciplines a director will have to deal with. In addition, they themselves serve as directors, supervisory directors, legal counsel, deputy judges, or mediators.

Our team has an extensive track record in large (publicity-sensitive) proceedings, shareholders’ claims, in investigations (into the cause of bankruptcies, internal irregularities, or investigations by supervisory authorities), and our team is highly regarded in international rankings of law firms.

1) Retail (Band 1 Legal 500 2020); 2) Financial Institutions (Band 2 Insurance Legal 500 2020); 3) IT/Privacy (Band 1 Legal 500 2020; 4) Media & Entertainment (Band 1 Legal 500 2020) 5) Fintech (Band 1 Chambers 2020); 6) Healthcare (Band 3 Legal 500)

Liability Disputes On behalf of and Against Directors

In a constant flow of cases, we represent managing directors and supervisory directors, being aware of the (possible) interests or conflicts of interests. If necessary we will go to court, but if desired, we will recommend other solutions that protect directors and supervisory directors from claims against their private capital. Especially in bankruptcies or (threatening) legal proceedings, strategic choices play an important role. This is where we contribute our expertise and knowledge of the insurance process.

Boardroom Counselling to prevent directors’ and officers’ liability and claims

We specialize in boardroom counselling, precisely in order to prevent directors’ and officers’ liability and claims against the company, the board and the supervisory board. Our clients are directors and supervisory directors of commercial businesses and institutions in the semi-public sector, such as housing corporations and health care institutions. We are a sparring partner for complicated and sensitive board issues, like important decision-making for ‘life changing events’ of a business (acquisition, merger, financial problems, reorganization and restructuring), financial policy and risk management, dealing with irregularities that were found in the organization, dealing with assisting in internal disputes with other bodies (shareholders and the works council), and new (sector-specific) developments that the business is confronted with.

D&O Insurances

In the end, the insurance is the final step for directors and supervisory authorities before “access” to the private capital is taken. The insurance must provide the right cover, in connection with an indemnification (in the articles of association), discharge from liability, and other arrangements the director makes when he is appointed and when he leaves with the legal entity or its representatives.