Fiduciary Duties 101 (2022 Edition)

Joshua Borger
Joshua Borger
Berliner Cohen LLP.

Mr. Borger practices commercial and civil litigation in a variety of areas, including real estate, unfair business practices, breach of contract, trademarks, trade secrets, employment, and insurance coverage and litigation.

Daniel Miske
Daniel Miske
Husch Blackwell.

Daniel is one of only two Wisconsin attorneys admitted to the national College of Community Association Lawyers, which recognizes excellence in the practice. He represents condominium and homeowners associations (HOAs) throughout the state.

Live Video-Broadcast: February 17, 2022

Fiduciary Duties 101 (2022 Edition)
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Program Summary

Attorneys can expect to learn what are fiduciary duties, what the duty of loyalty and the duty of care require, how these duties are commonly violated, the obligation of good faith and fair dealing, what rights exist if someone violates her or his fiduciary duty, what limits exist on the liability of directors and officers, whether or not there is insurance available to help protect directors and officers and what practical steps can be taken by board members and officers to avoid claims of breaches of fiduciary duties.

Key topics to be discussed:

  • The underlying facts commonly giving rise to breach of fiduciary claims
  • The actions board members and officers can take to limit the risk of claims
  • The 4 areas where liability for breach of fiduciary duty claims most often arises
  • Specific fiduciary duty problems, with examples of how to solve them

Date / Time: February 17, 2022

  • 2:00 pm – 4:10 pm Eastern
  • 1:00 pm – 3:10 pm Central
  • 12:00 pm – 2:10 pm Mountain
  • 11:00 am – 1:10 pm Pacific

Choose a format:

Live Video Broadcast/Re-Broadcast: Watch Program "live" in real-time, must sign-in and watch program on date and time set above. May ask questions during presentation via chat box. Qualifies for "live" CLE credit.

On-Demand Video: Access CLE 24/7 via on-demand library and watch program anytime. Qualifies for self-study CLE credit. On-demand versions are made available 5 business days after the original recording date and are viewable for up to one year.

Closed-captioning available

Speakers

Joshua Borger_myLawCLEJoshua Borger | Berliner Cohen LLP.

Mr. Borger practices commercial and civil litigation in a variety of areas, including real estate, unfair business practices, breach of contract, trademarks, trade secrets, employment, and insurance coverage and litigation. Previously, Mr. Borger clerked for the Honorable Margaret B. Seymour in the United States District Court for the District of South Carolina.

 

Daniel Miske_myLawCLEDaniel Miske | Husch Blackwell.

Daniel is one of only two Wisconsin attorneys admitted to the national College of Community Association Lawyers, which recognizes excellence in the practice. He represents condominium and homeowners associations (HOAs) throughout the state.

He handles the many issues facing the boards of directors and managers of condominium associations, homeowner associations, cooperatives and timeshares, including document amendments, collections, contracts, rules and governance.

Daniel’s interest in condominium law started when he became a condo owner and, eventually, president of his condominium association. He relates well to his clients because he can identify with the complexities of condo ownership and the diversity of the legal challenges that boards and managers confront.

Agenda

I. What are Fiduciary Duties – Joshua Borger | 2:00pm – 3:00pm

1. The Duty of loyalty
2. The Duty of Care
3. The Obligation of Good Faith and Fair Dealing

II. What if Someone Violates Her or His Fiduciary Duty

1. A Partner
2. An Officer or Director
3. Some other Fiduciary – e.g., Financial Advisor?

Break | 3:00pm – 3:10pm

III. The Underlying Facts that Lead to Breach of Fiduciary Duty Claims – Daniel Miske | 3:10pm -4:10pm

1. Failing to deal fairly with the entity
2. A violation of criminal law
3. A transaction or series of transactions where the director or officer received personal profit or benefit
4. Willful Misconduct

IV. What Insurance May be Available

1. Directors and Officers Insurance (D&O or E&O)
2. General Liability Policy
3. Fidelity or Crime Policy

V. Practical Steps that Partners, Board Members, and Officers can Take

1. Before becoming a Fiduciary

a) Indemnification Provisions of Relevant Statute
b) Indemnification Provisions of Documents

2. Day 1

a) Conflict of Interest Policy
b) Insurance

3. While Serving as a Fiduciary

a) Open Meetings/Closed Meetings
b) Transparency
c) Abstaining (how and what to do)
d) Records
e) Reliance on Professionals and Experts

4. Other