entity · derived
Duty of oversight
Derived node: assembled mechanically from the claims carrying duty-of-oversight. A roster, not an adjudicated definition.
Every claim under this term
- 2317580-002 : The liability standard for breach of fiduciary duty is set so high that courts rarely find directors in violation, because only a board's sustained or systematic failure to exercise oversight can prod
- 2317580-024 : Although CIAs are not laws, they go beyond aspirational governance standards because they set forth concrete governance rules that more clearly define the duties to be informed, to exercise oversight,
- kaal-2013-acomparativeperspectiveo-001 : The nearly insurmountable standard for liability in oversight cases in the United States undermines the signalling of the expected standard of conduct, and this could have long-term implications for A
- kaal-2013-acomparativeperspectiveo-002 : Stable rules may not suffice to make directors' oversight role more robust, so contractual and quasi law forms of dynamic governance are a promising supplement for improving the duty of oversight.
- kaal-2013-acomparativeperspectiveo-003 : Without a workable duty of oversight, corporate directors who seek to comply with the oversight duty lack meaningful guidance about the conduct expected of them.
- kaal-2013-acomparativeperspectiveo-004 : Because directors serve part-time as outsiders, it is unreasonable to expect them to have the knowledge, capacity, and expertise needed to monitor effectively the business affairs of large and increas
- kaal-2013-acomparativeperspectiveo-008 : Delaware's signalling of expected conduct is undermined when the state simultaneously imposes a near insurmountable standard for liability in cases involving breaches of the duty of oversight.
- kaal-2013-acomparativeperspectiveo-011 : Germany has taken a much stricter approach than the United States to cases involving a breach of the duty of oversight, even though the German business judgment rule formally requires a showing of the
- kaal-2013-acomparativeperspectiveo-014 : The German ARAG/Garmenbeck holding is diametrically opposed to In re Citigroup, where the Delaware Chancery Court declared that directors' incorrect evaluation of business risk did not violate the dut
- kaal-2013-acomparativeperspectiveo-019 : Delaware's signalling of expected conduct could be dramatically improved by adopting a moderate rather than near insurmountable standard for liability in cases involving breaches of the duty of oversi
- kaal-2013-acomparativeperspectiveo-020 : If the liability standard were lowered, directors and officers would take their increased personal liability exposure into account and could be incentivized to engage in less risky behavior.
- kaal-2013-acomparativeperspectiveo-021 : Increasing oversight liability would give courts an opportunity to clarify the oversight doctrine, so that it could evolve into a mature and coherent doctrine rather than remaining immature and incohe
- kaal-2013-acomparativeperspectiveo-022 : Increased liability is no panacea and cannot alone adequately address the central shortcomings of the duty of oversight and of corporate governance in the United States, because heightened liability d
- kaal-2013-acomparativeperspectiveo-023 : Cost increases and path dependencies may make it nearly impossible to relax the close to insurmountable standard for liability in oversight cases.
- kaal-2013-acomparativeperspectiveo-024 : The author endorses the conclusion that attempts to enhance oversight in the United States may fail and that emphasizing improved oversight as a means of enhancing corporate governance could be ill-ad
- kaal-2013-acomparativeperspectiveo-035 : Using court decisions and stable rules to make the oversight role more robust could be insufficient, whereas contractual and quasi law forms of dynamic governance could help improve the duty of oversi