Professional Liability Insurance

Directors and Officers Coverage

Our directors and officers (D&O) coverage experience includes disputes arising out of white-collar crime, securities, statutory, and common law claims against corporate entities, officers, directors, and trustees, including adversary proceedings in bankruptcy litigation. We have litigated a number of D&O coverage disputes involving the application of the insured versus insured exclusion, the availability of rescission remedies, the treatment of policy proceeds as an asset of a bankruptcy estate, allocation disputes between insured and noninsured defendants and claims, disputes over the application of "prior and pending" and/or "related claim" provisions, and late notice defenses.

Directors and Officers Liability Defense

We have defended directors and officers in a broad range of industries under directors and officers liability defense (D&O) policies, including directors and officers of small and large private companies, banks, and holding companies, who have been accused of breaching fiduciary duties, fraud, self-dealing, and overcompensation.

Given the recent wave of employment-related claims, many insurers are offering D&O coverage for employment practices. Robinson+Cole has extensive experience in both state and federal court defending claims of wrongful termination, sexual harassment, discrimination, and unfair hiring practices.

Disciplinary and Licensing Activities

The firm is active in defending disciplinary or grievance complaints brought against various professionals, including lawyers and accountants, in local, state, and federal forums. We have been involved in some of the most significant attorney grievance proceedings in Connecticut. We have also represented real estate agents accused of unethical conduct in the listing and sale of real estate before the Department of Consumer Protection – Real Estate Division, insurance brokers accused of improper handling of escrow funds before the Insurance Commission, and various other professionals before the State Architectural Licensing Board, the State Board of Examiners for Professional Engineers, the Banking commissioner, and the State Board of Examiners for Nursing.

Professional Liability Coverage

Our professional liability and E&O coverage experience encompasses claims against investment companies and investment advisors, securities brokers/dealers, attorneys, insurance claims administration operations, educational institutions, insurance agents/brokers, public officials, architect/engineer/design professionals, and accountants.

Professional Liability Defense

This legal area focuses on the defense of professional clients against claims of errors or omissions. The firm is regularly retained by professional liability insurers to represent their insureds. Robinson+Cole has handled many types of professional liability litigation. In addition to its litigation activities, the firm frequently participates in several Alternate Dispute Resolution (ADR) programs and encourages its clients to explore ADR alternatives to litigation.

Because Robinson+Cole lawyers practice in a broad spectrum of disciplines, including environmental, employment, tax, real estate, bankruptcy, and trusts and estates, there is a strong base of experience available in the firm in the substantive legal areas involved in any particular dispute. Lawyers practicing in this area make frequent use of these available resources in the defense of liability claims against professionals.

We have significant experience in defending many categories of professionals, including lawyers; accountants; insurance agents and brokers; real estate agents, brokers, and appraisers; environmental consultants and engineers; architects; benefits consultants; claims adjusters; third-party administrators; allied health professionals; billboard companies; reporters; and other media entities.

    • Experience
      • Directors and Officers Coverage

      • Represented insurer in declaratory judgment action concerning availability of coverage under fiduciary liability insurance policy for stock option backdating claims brought against insured in multiple shareholder derivative lawsuits. Declaratory judgment action included claims against insurer for alleged violation of consumer protection law, in addition to dispute over the insurer's reasons for denying coverage for the stock option backdating claims under applicable policy definitions and exclusions.
      • Represented follow form excess D&O insurer in declaratory judgment proceedings in Massachusetts federal district court upholding the primary and excess insurers' coverage disclaimers for three underlying lawsuits based on the policies' insured versus insured exclusions and prior wrongful act provisions.
      • Represented D&O insurer in coverage litigation arising out of the criminal indictment of a health care organization's CFO for alleging conspiracy to evade federal and state certificate of need regulations and HIPAA concerning the enforceability of a sublimit in a regulatory claim endorsement (which reduced the available limits from $10 million to $250,000) and the application of the policy's related claims provisions.
      • Represented D&O insurer for third-party defendant in action brought to recover for services allegedly rendered in connection with a failed corporate acquisition. The third-party complaint sought to hold individual insured under D&O policy liable for alleged breaches of fiduciary obligations owed to board of directors of named insured. The coverage disputes included the application of the insured v. insured exclusion in the D&O policy, apportionment disputes between the individual insured and a noninsured entity represented by joint defense counsel, and the assertion of extracontractual claims under the applicable insurance claims-handling statute.
      • Represented D&O insurer in connection with coverage, monitoring, and settlement of securities class actions and shareholder derivative suits against insured entity, and directors and officers.
      • Counseled D&O insurer in connection with disclaimer of coverage based on definition of "claim" in matter involving subpoena issued to insured from United States Department of Justice.
      • Other Experiences

      • Litigated D&O insurer’s grounds to challenge court order requiring review and production of thousands of "other insured" claims files, at a cost certain to exceed $1 million, in declaratory judgment coverage dispute that included claims of bad faith settlement practices. Represented D&O insurer for third-party defendant in action brought to recover for services allegedly rendered in connection with a failed corporate acquisition. The third-party complaint sought to hold individual insured under D&O policy liable for alleged breaches of fiduciary obligations owed to board of directors of named insured. The coverage disputes included the application of the insured v. insured exclusion in the D&O policy, apportionment disputes between the individual insured and a noninsured entity represented by joint defense counsel, and the assertion of extracontractual claims under the applicable insurance claims-handling statute.
      • Directors and Officers Coverage

      • Represented D&O insurer in coverage litigation concerning a dispute over the availability of coverage for three underlying actions brought against a religious institution and certain officers and directors to recover for alleged breaches of fiduciary obligations and accounting improprieties, including claims brought by the Massachusetts Attorney General's Office for the alleged misuse of charitable assets. The coverage litigation included disputes over the application of the policy's insured versus insured as well as disagreement over whether a civil investigative demand by the Attorney General's Office satisfied the policy's definition of a claim.
      • Advised insurer regarding application of EPL and D&O provisions in hospital's professional liability policy to lengthy peer review proceedings under the hospital's Health Care Quality Immunity Act policy and related administrative agency and state court wrongful discharge and age discrimination claims brought by former physician in Massachusetts.
      • Represented health care organization D&O insurer in related actions filed in United States District Court and Bankruptcy Court in Massachusetts to obtain declaratory relief regarding defenses asserted under prior and pending litigation exclusion, insured v. insured exclusion, and rescission of insurance contract based upon misrepresentation in policy application. The matter also included litigation over whether the application of policy proceeds to reimburse defense costs for claims against former officers and directors of the debtor constituted an asset of the bankruptcy estate. The matter was resolved through mediation after obtaining a favorable summary judgment decision from the federal court.
      • Represented health care organization and D&O liability insurer in action filed in Rhode Island United State District Court for declaratory judgment regarding the ability to deny coverage for amounts paid to settle claims of Medicare upcoding under the False Claims Act on the grounds that the settlement constituted non-covered restitutionary relief, multiple damages, and/or fines and penalties.
      • Represented insurer in judicial and ADR proceedings concerning the application of separate D&O and representations and warranty policies to claims arising out of the alleged breach of a written stock purchase and sale agreement concerning a complex corporate transaction in Massachusetts.
      • Advised insurer regarding application of D&O, EPL, sexual abuse, and pastoral counseling endorsements in manuscripted policy issued to hundreds of participant churches to multiple sexual abuse claims asserted against former minister by congregation members and employees. Evaluate application of captive SIR to settlement funding mechanisms.
      • Represented D&O insurer in coverage litigation concerning an underlying action subsequent to a corporate merger alleging breach of representations and warranties in the merger agreement. The coverage litigation involved issues of capacity, the breach of contract exclusion and converage for affirmative claims asserted by the insureds, representation included monitoring of underlying litigation and review of defense invoices for allocation between covered and uncovered defense activity.
      • Represented D&O insurer in coverage litigation concerning six underlying actions alleging death spiral financing and fraud and concerning the applicability of late notice/prejuidice issues, prior and pending litigation and prior knowledge exclusions.
      • Represented insurer in multiple declaratory judgment actions filed as adversary proceedings in bankruptcy court for resolution of D&O coverage issues including prior and pending exclusion, insured v. insured exclusion, and rescission of insurance contract based upon misrepresentation in policy application.
      • Directors and Officers Liability Defense

      • Defended bank securities fraud action representing the bank and also coordinating the joint defense for all of the officers and directors who were sued on 10b-5 grounds.
      • Defended derivative litigation suit in which a minority shareholder sued the company and other board members for self-dealing and corporate waste.
      • Represented company and executives in fraud, negligent misrepresentation, and wrongful termination matters brought by former CEO with regard to former CEO's employment contract and entitlement to company stock.
      • Represented CEO in action brought by former CFO claiming CEO personally promised to pay former CFO a multimillion-dollar bonus.
      • Defended federal litigation against officers and directors of a large, multistate privately held construction company that is part of a group of closely held companies involved in real estate finance and development. Plaintiff seeks to pierce the corporate veil of the construction company to collect on a $22 million unsatisfied judgment based on alleged fraud and insider dealing.
      • Professional Liability Defense

      • Represented insurance agent in lawsuit brought by clients that was related to misrepresentations in application that voided coverage and duty to verify accuracy of information in application.
      • Represented financial planner in lawsuit brought by investor client that was for inappropriate sale of annuities and life insurance products.
      • Represented banking lawyer in suit by FDIC over failure of community bank and litigated issues related to scope of attorney’s duty regarding due diligence about borrower.
      • Represented TPA in errors and omissions claims by client who provided notice of fatality occurrence and subsequent wrongful death action to TPA but not to insurer, resulting in insurer denying coverage, based on late notice.
      • Represented insurance agency in defense of errors and omissions claim that agent confirmed the existence of coverage by issuing certificate of insurance to contractor when coverage had been terminated.
      • Defended a testing company in a multimillion-dollar litigation arising out of the construction of the HVAC system in the Strauss Center for Conservation at the Fogg Art Museum at Harvard University. The issue in this case was the quality of the welding work performed by the HVAC subcontractor on the job. Robinson & Cole's client was a testing company, which certified that the welds were in compliance with the applicable welding codes and standards. The case involved issues relating to the construction of an HVAC system and the proper methods for welding and testing the weldments done on hot water, glycol, chilled water steam, and condensate piping.
      • Successfully defended state marshal in case of first impression regarding whether a civil capias grants authority to enter a home without consent or exigent circumstances.
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    • News
      • January 3, 2017

        Robinson+Cole Welcomes New Litigation Partner

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