Bankruptcy Fraudulent Transfers as Securities Claims: Opening the Door to Recovering D&O Insurance Proceeds

Course Details
- smart_display Format
On-Demand
- signal_cellular_alt Difficulty Level
- work Practice Area
Bankruptcy
- event Date
Wednesday, May 31, 2023
- schedule Time
1:00 p.m. ET./10:00 a.m. PT
- timer Program Length
90 minutes
-
This 90-minute webinar is eligible in most states for 1.5 CLE credits.
This CLE webinar will discuss the novel approach used in Verizon Commc’ns. Inc., et al. v. Nat’l Union Fire Ins. Co. of Pittsburgh, et al, Case No N18C-08-086 EMD CCLD (Del. Super. Ct. Oct. 18, 2022) for accessing D&O insurance coverage in connection with a fraudulent transfer claim. The panel will discuss the rationale of Verizon, and how bankruptcy trustees and other estate representatives (such as creditors’ committees) can leverage the holding in this case to augment the estate.
Faculty

Mr. Kaplan has decades of experience representing debtors, creditors, creditors' committees, trustees, and receivers in a wide range of bankruptcy and nonbankruptcy matters. His practice includes both out of court and Chapter 11 restructurings and advising clients regarding pre- and post-bankruptcy strategy, debt collection, judgment enforcement, and provisional remedies. Mr. Kaplla represents lenders and borrowers in a wide range of financing transactions, including debtor-in-possession financing, as well as lease and guaranty matters. He also has extensive litigation experience in bankruptcy and non-bankruptcy courts, at trial and appellate levels, including in the U.S. Supreme Court. Mr. Kaplan counsels companies and individuals experiencing financial and operational challenges in myriad industries. He helps clients restructure their finances, build and negotiate sustainable workout plans with creditors, and develops other creative solutions to avoid bankruptcy, including refinancings, divestitures, joint ventures, and licensing deals. Mr. Kaplan also represents both secured and unsecured creditors, creditors’ committees, landlords, and equity holders in creative recovery solutions in and outside of bankruptcy. He has proved adept at protecting landlord’s rights in retailer bankruptcy cases nationwide through negotiation and litigation when necessary. He has extensive experience in insolvency-related litigation, including preference and fraudulent transfer claims, as well as defending guarantors, owners, directors and officers.

Mr. Amron advises clients in complex business and bankruptcy litigation matters with an emphasis on director and officer liability, breach of fiduciary duty, partnership and shareholder disputes, fraud, and avoidance and recovery of preferential and fraudulent transfers. Mr. Amron represents court-appointed fiduciaries, trustees, receivers, corporations, shareholders, individuals, creditors’ committees, and secured and unsecured creditors. Mr. Amron speaks and writes frequently on various topics related to his practice.

Mr. Handler’s practice focuses on representing lenders and bondholders across the capital structure and companies in all aspects of workout, restructuring, special situation financing matters and distressed M&A transactions. He also has significant experience in connection with investment manager and broker-dealer liquidations and wind-downs, private credit restructurings and insolvency-related structured finance matters. Mr. Handler is at the forefront of intercreditor litigation and related issues, having led significant contested matters concerning the protection of minority lender rights in litigation in New York Supreme Court.
Description
In Verizon, the Delaware Superior Court ruled that when suing companies for fraudulently transferring money or assets, a bankruptcy trustee representing the debtor's creditors can be deemed a "securities holder" so that such claims in bankruptcy may be deemed securities claims for which D&O coverage is available.
D&O insurance often covers securities claims against a company, its affiliates and their executives, creating a potentially significant source of funds for creditors in a bankruptcy case involving a company or its affiliates. Furthermore, policies typically cover not only settlements and judgments but also related attorneys’ fees and costs and even experts' fees.
Listen as this experienced panel discusses this novel approach for accessing D&O insurance proceeds to repay fraudulent transfers.
Outline
- Overview of Verizon Commc’ns. Inc., et al. v. Nat’l Union Fire Ins. Co. of Pittsburgh
- Choice of law and rules of policy interpretation
- Key policy definitions, provisions, and exclusions
- Derivative standing issues
- Reasonable expectation of coverage defense
- Bankruptcy applications and strategies
Benefits
The program will review these and other pivotal issues:
- What was the court's reasoning in holding that a fraudulent transfer claim constituted a securities claim for which D&O insurance coverage was available?
- What is the relevant policy language to review in such circumstances?
- Does the analysis change based the type (“side A/B/C”) of D&O policy involved?
Unlimited access to premium CLE courses:
- Annual access
- Available live and on-demand
- Best for attorneys and legal professionals
Unlimited access to premium CPE courses.:
- Annual access
- Available live and on-demand
- Best for CPAs and tax professionals
Unlimited access to premium CLE, CPE, Professional Skills and Practice-Ready courses.:
- Annual access
- Available live and on-demand
- Best for legal, accounting, and tax professionals
Related Courses

Chapter 11 Fundamentals: Debtor-In-Possession Financing and Use of Cash Collateral
Friday, May 16, 2025
1:00 p.m. ET./10:00 a.m. PT

Intersection of Bankruptcy and State Foreclosure Laws
Available On-Demand

Make-Whole and No-Call Provisions in Bankruptcy: Developments, Strategies, Drafting Loan Documents and Indentures
Tuesday, April 1, 2025
1:00 p.m. ET./10:00 a.m. PT
Recommended Resources
Transforming CLE from a Requirement to a Career Advantage
- Learning & Development
- Career Advancement
- Talent Development
Beyond Law School: Tackling the Realities of Modern Legal Practice
- Learning & Development
- Business & Professional Skills
- Career Advancement