Am I Covered? Understanding the Scope and Availability of Directors’ and Officers’ Indemnification and Advancement Rights

Business litigation partner Oderah Nwaeze and finance and restructuring associate Jaclyn Marasco coauthored an article for the Society for Corporate Governance on directors’ and officers’ indemnification and advancement rights under the Delaware General Corporation Law (DGCL).

In the article, Nwaeze and Marasco define and discuss the scope of indemnification and advancement rights under Delaware law. They add that not all indemnification and advancement rights are created equal.

Nwaeze and Marasco further address the impact of insolvency on advancement and indemnification rights as well as the mitigation of liability through directors’ and officers’ insurance policies. The authors also provide a checklist to ensure that directors or officers have adequate coverage.