. Confidential Board Self-Evaluation
. Evaluate D&O
to ask questions and raise concerns about the D&O coverage and the risks of liability that are of greatest concern for the company and its officers and directors
. Risk aversion
. Confidence Shaken in Management or In-house counsel
. Preparing for litigation
. Preparing for transactions*
Typically, an independent committee of the board is formed to consider corporate decisions to sell assets or businesses or otherwise restructure the company if any Board member has an ongoing interest in the transaction. These independent committees are formed on an ad hoc basis. Key decisions can be made by members of the board who are disinterested in the transaction and therefore require independent financial and legal advice.