Over the past several years, the liability landscape for corporate directors has been changing dramatically. This process has been exacerbated by the seemingly endless string of corporate scandals, involving the implosion of some of our largest companies. Most recently, three events are causing greater focus by directors on the thorny issue of personal liability, and suggest the need for outside directors to adopt a proactive stance in performing their oversight functions: The Emerging Communications case in the Delaware Chancery Court, and the recent settlements—by directors—of WorldCom and Enron class action litigation.
