Woodruff Sawyer

A friendship between an independent director and a member of the management team may not always pose an issue. However, if that friendship is “close,” it can very well create a headache for the individual director, their friend on the management team, the board, and the company. This week’s blog features a discussion by my colleague Lenin Lopez of a recent SEC enforcement action involving an independent director who failed to disclose a close personal relationship with a company executive. He also shares a few practical steps to mitigate this type of risk. – Priya Huskins

In the reps and warranties insurance (RWI) space, we are seeing more secondary transactions come across our desks. We're also seeing more willingness...

The organization known as B Lab certifies B Corporations. To obtain this certification, companies have to meet strict social and environmental...

December 31 is the upcoming deadline to submit gag clause attestations pursuant to the Consolidated Appropriations Act, 2021.

Effective board members know that staying current is key to upholding their responsibilities to their shareholders. The good news is there are numerous educational opportunities for directors offered in a variety of settings: academic campuses, law firm offices, hotel ballrooms in major cities, and, of course, your personal computer or tablet.

After years of sustained rate increases, 2025 offers a brighter outlook for commercial insurance buyers. We expect premiums to stabilize or rise modestly, varying by line of business and industry. Increased market competition has gradually tempered rate growth, and while hurricanes Helene and Milton were devastating, their insurance losses were lower than anticipated.

​The IRS has released Notice 2024-83, which sets the applicable PCORI fee for plan years ending between October 1, 2024 and September 30, 2025 at $3.47 per covered life.

When a public company faces significant financial challenges and uncertainty, the pressure on management teams and boards of directors to make the...

With the 2024 election results freshly behind us, many employers are now wondering how that might impact their employee benefit plans. However, before...

When your company uses non-owned aircraft, such as when chartering a plane or permitting employees to operate owned or rented planes on company...