Liability of Board Members and Managing Directors

The trend to increasingly claim against board members and managing directors is continuing. Advising and representing in board member liability cases (including avoiding them with the exercise of foresight) is a central theme of our advice. We enforce compensation claims of companies against board members. We represent D&O insurers, current and former board members, supervisory board members and managing directors in defence of liability claims.

We acted, for example, in leading, publicly reported, proceedings on the liability of board members for anti-trust penalties or in a company takeover. Due to the trend to expand compliance obligations, liability claims can affect almost every area of operative board members’ work. We advise comprehensively in all industries and support companies including in internal investigations both in the structuring of litigation and the conduct of the case itself. We frequently provide opinions on the existence of liability claims and the obligation to pursue them for supervisory boards, for example the corporate law supervisory board, and we negotiate out-of-court resolution possibilities for our clients.

We recognise from our litigation practice potential liability risks and advise on avoiding them. For board members, we draft strategies to avoid liability and advise them on the performance of their legal and other board obligations both in day-to-day business and, in particular, in sensitive operative issues, near insolvency situations and (shareholder) conflict situations which threaten to extend to board members who were not involved. We advise companies on the establishment of compliance management systems and regularly train companies and board members on compliance obligations.