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Liability Of Directors Under The Federal Securities Code, Thomas D. Washburne, Jr.
Liability Of Directors Under The Federal Securities Code, Thomas D. Washburne, Jr.
Vanderbilt Law Review
The proposed solution to the controversy surrounding civil liability under the Code and its relationship to indemnification, contribution, and insurance is not a panacea. It is not as neat as one would desire, and it leaves questions unanswered, such as whether the indemnification and contribution changes ought to apply beyond section 1704. Nevertheless, the proposal is internally consistent--an improvement over the Code's liability and indemnification provisions. Furthermore, it has a sound policy basis, and it attempts to meet the arguments of both sides of the American Law Institute debate. In summary, the proposal is as follows:(1) Define inside directors as …
Liability For Proceeding With Unfounded Litigation, John R. Jones, Jr.
Liability For Proceeding With Unfounded Litigation, John R. Jones, Jr.
Vanderbilt Law Review
The important issues for this Note are the meaning of "good ground" and the nature of the sanctions available in a given case.One can conceive of many ways in which a pleading could lack good ground. At one extreme, -the attorney might know that the facts alleged were untrue."' Alternatively, the facts alleged, though not positively known to be untrue, might be based solely on speculation--as when the plaintiff, unsure who assaulted him, picked a name from the telephone directory on a hunch and sued that person." Between these egregious cases and the case in which the allegations have good …