PowerPoint presentation addressing the ethical issues confronted by lawyers involved in the tripartite relationship between the insurer, the insured and defense counsel
The document discusses how to effectively monitor and evaluate corporate social responsibility (CSR) programs. It notes that companies now use CSR to positively impact communities and the environment. Successful CSR requires monitoring programs to ensure goals are achieved. The challenges include failing to monitor initiatives and not knowing how to assess programs. The solution is to gather adequate information on monitoring and evaluation processes. Companies should keep an eye on CSR processes, assess them regularly, and immediately address any issues in order to avoid program failure and maximize positive impact.
The document discusses corporate social responsibility (CSR) and related concepts. It outlines factors driving the need for CSR like globalization and irresponsible behavior by companies. CSR aims to improve society and the environment through sustainable business practices. Developing an effective CSR strategy involves assessing stakeholders, building support, and implementing and monitoring programs. Reporting and metrics help ensure accountability and measure CSR impacts.
This document discusses corporate governance, including its definition, importance, parties involved, pillars, and key elements. Corporate governance is about ensuring companies are properly managed and run in a way that is accountable to shareholders. The main pillars are fairness, accountability, transparency, and independence. Key elements include well-defined shareholder rights, board commitment, strong control environments, transparent disclosure practices, and good board processes. Overall, corporate governance promotes long term company performance and reduces business risks and scandals.
CORPORATE SOCIAL RESPONSIBILITY ARGUMENTS FOR AND AGAINSTSundar B N
This document discusses corporate social responsibility (CSR). It defines CSR as a company's commitment to operate ethically and contribute to sustainable development by improving life for its employees, their families, local communities, and society. The document outlines the meaning and definition of CSR, arguments for and against requiring CSR, and how CSR is addressed in Indian law. It concludes that standardizing CSR processes will make CSR easier to implement in the future as industry participates in economic growth globally.
This document discusses stakeholder theory and the responsibilities of corporations towards their various stakeholders. It defines stakeholder theory as a framework that addresses moral and ethical values in business management. A corporation has responsibilities towards both internal stakeholders like shareholders, employees, and management as well as external stakeholders like customers, suppliers, creditors, competitors, society, and the government. The document provides examples of specific responsibilities towards each stakeholder group and concludes that an ethical organization recognizes its duties towards all stakeholders.
This document discusses business ethics, defining it as the rules or principles that define right and wrong conduct in business. It outlines three types of managerial ethics: moral, amoral, and immoral management. Moral management strives to follow ethical principles while succeeding, while immoral management ignores ethics and opposes ethical behavior to focus solely on profits. The document also discusses factors influencing ethical behavior, stages of moral development, best practices in ethics and compliance, characteristics of an ethical organization, and benefits of managing ethics in the workplace.
Stakeholder Relationships, Social Responsibility and Corporate GovernanceSheila Faycan
This document discusses stakeholder relationships, social responsibility, and corporate governance. It defines stakeholders and social responsibility, examining how stakeholder orientation relates to social responsibility. There are two types of stakeholders - primary and secondary. Three approaches to stakeholder theory are described - normative, descriptive, and instrumental. The document outlines steps for implementing social responsibility and stakeholder perspectives in business ethics. It also explores the role of corporate governance in structuring ethics and social responsibility.
This document provides an overview of social audits, including:
- Social audits measure an organization's social and ethical performance by evaluating areas like community service, employee welfare, and environmental impact.
- They help close gaps between goals and reality by incorporating stakeholder voices, especially marginalized groups.
- Social audits are conducted regularly to systematically evaluate social performance and guide improvements in areas like local governance transparency and accountability.
The document discusses how to effectively monitor and evaluate corporate social responsibility (CSR) programs. It notes that companies now use CSR to positively impact communities and the environment. Successful CSR requires monitoring programs to ensure goals are achieved. The challenges include failing to monitor initiatives and not knowing how to assess programs. The solution is to gather adequate information on monitoring and evaluation processes. Companies should keep an eye on CSR processes, assess them regularly, and immediately address any issues in order to avoid program failure and maximize positive impact.
The document discusses corporate social responsibility (CSR) and related concepts. It outlines factors driving the need for CSR like globalization and irresponsible behavior by companies. CSR aims to improve society and the environment through sustainable business practices. Developing an effective CSR strategy involves assessing stakeholders, building support, and implementing and monitoring programs. Reporting and metrics help ensure accountability and measure CSR impacts.
This document discusses corporate governance, including its definition, importance, parties involved, pillars, and key elements. Corporate governance is about ensuring companies are properly managed and run in a way that is accountable to shareholders. The main pillars are fairness, accountability, transparency, and independence. Key elements include well-defined shareholder rights, board commitment, strong control environments, transparent disclosure practices, and good board processes. Overall, corporate governance promotes long term company performance and reduces business risks and scandals.
CORPORATE SOCIAL RESPONSIBILITY ARGUMENTS FOR AND AGAINSTSundar B N
This document discusses corporate social responsibility (CSR). It defines CSR as a company's commitment to operate ethically and contribute to sustainable development by improving life for its employees, their families, local communities, and society. The document outlines the meaning and definition of CSR, arguments for and against requiring CSR, and how CSR is addressed in Indian law. It concludes that standardizing CSR processes will make CSR easier to implement in the future as industry participates in economic growth globally.
This document discusses stakeholder theory and the responsibilities of corporations towards their various stakeholders. It defines stakeholder theory as a framework that addresses moral and ethical values in business management. A corporation has responsibilities towards both internal stakeholders like shareholders, employees, and management as well as external stakeholders like customers, suppliers, creditors, competitors, society, and the government. The document provides examples of specific responsibilities towards each stakeholder group and concludes that an ethical organization recognizes its duties towards all stakeholders.
This document discusses business ethics, defining it as the rules or principles that define right and wrong conduct in business. It outlines three types of managerial ethics: moral, amoral, and immoral management. Moral management strives to follow ethical principles while succeeding, while immoral management ignores ethics and opposes ethical behavior to focus solely on profits. The document also discusses factors influencing ethical behavior, stages of moral development, best practices in ethics and compliance, characteristics of an ethical organization, and benefits of managing ethics in the workplace.
Stakeholder Relationships, Social Responsibility and Corporate GovernanceSheila Faycan
This document discusses stakeholder relationships, social responsibility, and corporate governance. It defines stakeholders and social responsibility, examining how stakeholder orientation relates to social responsibility. There are two types of stakeholders - primary and secondary. Three approaches to stakeholder theory are described - normative, descriptive, and instrumental. The document outlines steps for implementing social responsibility and stakeholder perspectives in business ethics. It also explores the role of corporate governance in structuring ethics and social responsibility.
This document provides an overview of social audits, including:
- Social audits measure an organization's social and ethical performance by evaluating areas like community service, employee welfare, and environmental impact.
- They help close gaps between goals and reality by incorporating stakeholder voices, especially marginalized groups.
- Social audits are conducted regularly to systematically evaluate social performance and guide improvements in areas like local governance transparency and accountability.
Agency & stewardship, A. Ghazinoori, Lecture 4, Advanced Theory in Organizati...Amir Ghazinoori
This document discusses four main streams of research on organizations: why firms exist, agency theory, strategic management theory, and cooperative organizational economics. It focuses on explaining agency theory and stewardship theory. Agency theory argues managers may act in their own self-interest rather than shareholders, while stewardship theory proposes managers act as stewards aligned with organizational objectives. The document compares the key assumptions and perspectives of agency theory versus stewardship theory on issues like human motivation, governance structures, and risk orientation.
Corporate Social Responsibility, CSR amendments under the Companies (Amendment) Act, 2019, Benefits of CSR, Management of Socially Responsible Business, Pyramid of CSR, Economic Responsibility, Legal Responsibility
Ethical Responsibility, Philanthropic Responsibility, discretionary responsibility, Section 135 and Schedule VII of Companies Act, Entries in Schedule VII, Types of CSR activities under Schedule VII of the Companies Act 2013, Business Ethics, CSR of Business Towards Stake Holders, Social Responsibilities of Business Towards Different Stakeholders-SHAREHOLDERS, GOVERNMENT, CUSTOMERS, EMPLOYEES, SOCIETY, Reasons for Businesses to Engage in CSR, Social Responsibility ----
Arguments for/ in favour of Social Responsibility of Business, Social Responsibility ----
Arguments Against Social Responsibility of Business, CSR Activities of Companies
Business ethics are important for companies to study for several reasons:
1) Reports of unethical business behavior are rising and stakeholder trust is declining, so studying ethics helps address these issues.
2) Individual ethics alone is not enough - companies need to establish ethical standards and practices at the organizational level.
3) Understanding ethics helps companies identify ethical issues that are important to key stakeholders like customers, investors, and employees.
Types of insurance_power_point_presentation_1.10.1.g1b34farmer
There are several types of insurance that can provide financial protection from different risks. Insurance transfers risk from an individual to an insurance company in exchange for premium payments. Key types of insurance include health insurance, which covers medical costs, disability insurance for lost income due to injury, long-term care insurance for elderly care costs, property insurance to rebuild assets like homes after disasters, liability insurance for legal claims against the policyholder, and life insurance for income protection after death. Insurance is an important part of financial planning but still requires deductibles and co-payments from the policyholder in the event of a claim.
Firstly, the document discusses whistleblowing and defines it as the release of information by an organization member or former member about illegal or unethical conduct within the organization.
Secondly, it outlines conditions for justified whistleblowing, including that the situation involves sufficient moral importance, the whistleblower has properly understood all facts and significance, and all internal channels have been utilized.
Thirdly, it discusses the Edward Snowden case, in which the computer analyst exposed top-secret NSA documents about US surveillance programs, and views him as a patriot rather than a traitor for prioritizing public interest over corporate and government laws.
Meaning of CSR
Social Responsibility theories
Pyramid of CSR
Contemporary CSR
Corporate Sustainability
Reputation Management
Environmental aspect of CSR
Companies Practices : Environmental aspect of CSR
CSR models
Triple bottom Line
Drivers of CSR
CSR and business ethics
Cases on CSR
CSR and corporate governance
Environmental Protection and Corporate Social Responsibility PPT 2019Susheel Tiwari
1. Environmental protection is the practice of protecting the natural environment by individuals, organizations and governments.
Its objectives are to conserve natural resources and the existing natural environment and, where possible, to repair damage and reverse trends.
2. Corporate social responsibility is a concept whereby companies integrate social and environmental concerns in their business operations and in their interaction with the stakeholders on a voluntary basis.
CSR is the responsibility of corporations to contribute to a better society and cleaner environment.
India is the first country in the world to make corporate social responsibility (CSR) mandatory, following an amendment to The Company Act, 2013 in April 2014. Businesses can invest their profits in areas such as education, poverty, gender equality, and hunger and environmental protection.
3.
The document discusses perception, whistleblowing, and a case study involving whistleblower Douglas Durand. It provides definitions of perception and whistleblowing. It describes Durand blowing the whistle on pharmaceutical company TAP for illegal kickbacks. Though initially vindicated, holes later emerged in Durand's story and TAP was cleared of charges. The document performs a SWOT analysis of whistleblowers and concludes that while whistleblowing can prevent wrongdoing, frivolous lawsuits may discourage valid claims. It asks questions about whether whistleblowers should report internally first and how such cases should be evaluated.
Corporate social responsibility ppt babasab patil Babasab Patil
The document discusses the concept of corporate social responsibility from multiple perspectives. It provides definitions of CSR from various organizations that focus on businesses managing their operations in a way that benefits society. The document also outlines the historical evolution of CSR and discusses drivers for companies to implement CSR practices like strengthening their brand and attracting employees. Examples of CSR programs from companies like IBM and Avon are provided.
Corporate social responsibility lecture notesSako Mwakalobo
This document discusses corporate social responsibility (CSR). It outlines some of the key arguments for and against CSR. There are differing views on whether businesses should focus solely on economic goals like profit or have broader social responsibilities. CSR can be defined in various ways, such as a commitment to sustainable development, considering stakeholder interests, and contributing to community well-being. Businesses need to balance their economic, legal, and social duties to be successful long-term. Globalization has led to differing international perspectives on appropriate corporate behavior.
OBJECTIVES OF CORPORATE GOVERNANCE
● To enhance long term Shareholders value
● To Protect shareholders interest
● To conduct the affairs of the company in a manner that ensure
fairness to customers, employees, investors, vendor. government
etc.
● To Maximize shareholders value
● To build up confidence and increasing the thrust of stakeholders
● To enhance efficiency and effectiveness through fair and transparent means
● To shape the growth and the future capital market
● To Minimize securities scam
This document discusses how organizational structure and culture can influence ethical decision making. It describes two main organizational structures - centralized and decentralized. Centralized organizations concentrate decision making authority at the top and rely on formal rules, which can lead to issues like blame-shifting. Decentralized organizations delegate authority more widely and are informal, but employees may have too much autonomy. Organizational culture is shaped by leadership and provides norms for employee behavior. Reward and punishment systems should reinforce the culture. Groups within the organization can also influence ethics through establishing norms.
Corporate social responsibility - presentationNandu Warrier
This document discusses corporate social responsibility and corporate governance. It defines CSR as the continuing commitment by business to behave ethically and contribute to economic development while improving quality of life. Globalization, IT revolution and multinational companies have increased the need for CSR. Businesses are dependent on society and stakeholders for growth. The triple bottom line of social, economic and environmental factors are important. Monitoring, measurement and reporting on CSR initiatives is key. Corporate governance aims to enhance shareholder value while protecting stakeholder interests through transparency, accountability and high ethical standards.
This document provides an overview of corporate governance in India. It defines corporate governance and outlines the key players, principles, and objectives. It discusses the development of corporate governance in India, including economic reforms in the 1990s. It also summarizes the role of the Securities Exchange Board of India in regulating markets after major scandals in the 1990s and 2000s, including the introduction of Clause 49 to strengthen board oversight. Finally, it provides details of the large Satyam scandal of 2009 that damaged investor trust.
This document provides an overview of corporate social responsibility (CSR) in India. It discusses how the Indian government has made CSR mandatory for large companies through provisions in the Companies Act of 2013. It outlines the types of social activities that qualify as CSR and penalties for non-compliance. The document also summarizes CSR initiatives by several major Indian companies and discusses benefits of CSR such as improved employee and customer satisfaction as well as positive public relations. In conclusion, it emphasizes that CSR has become an important part of corporate governance and profitability in modern businesses.
The document summarizes the key recommendations from the Cadbury Committee Report on corporate governance. It recommends that companies establish codes of best practice and standards of conduct. It emphasizes the roles and responsibilities of boards of directors, non-executive directors, executive directors, audit committees, and shareholders. It aims to strengthen accountability, transparency and integrity in financial reporting.
The document outlines a framework for ethical decision making in business that includes 4 pillars: ethical issue intensity, individual factors, organizational factors, and opportunity. Ethical issue intensity refers to how important an ethical issue is perceived. Individual factors relate to a person's characteristics. Organizational factors involve workplace culture, peers, and authority. Opportunity concerns conditions that allow or prevent ethical/unethical behavior.
Nike is a company created in 1972 that is named after the Greek goddess of victory. In 1996, it was revealed that some of Nike's factories in places like Pakistan employed 12-year-olds to make footballs for long hours and low pay in poor conditions. This led Nike to create a code of conduct for suppliers and an excessive overtime task force to address these issues, though short term results were poor. Critics argue Nike could fix such problems by paying workers just 75 cents more per pair of shoes instead of spending $10-12 million annually on corporate social responsibility programs and expenses. There is debate around whether CSR should be seen as crisis management or a true corporate duty and social responsibility.
Chapter 03 - Introduction to Risk ManagementWilly BUN
This document provides an overview of risk management. It defines risk management and outlines its key objectives as identifying potential losses and selecting techniques to treat exposures. The main steps in the risk management process are identified as identifying exposures, measuring and analyzing exposures, selecting treatment techniques, and implementing a risk management program. Treatment techniques include risk control methods like avoidance, prevention and reduction, as well as risk financing methods like retention, non-insurance transfers and commercial insurance.
Stakeholder relationships and social responsibility are important areas for businesses. A stakeholder framework helps identify internal and external stakeholders and monitor their needs. Primary stakeholders like employees and customers are essential to a firm's survival, while secondary stakeholders like media are not. Social responsibility involves maximizing positive impacts and minimizing negative impacts on stakeholders. It is associated with increased profits and loyalty. Corporate governance provides accountability, oversight, and control over decisions. Boards of directors are responsible for success and ethics. Implementing stakeholder perspectives requires assessing culture, identifying groups and issues, and gaining feedback.
This document provides an overview of agency law and the legal framework for principal-agent relationships. It discusses how agency can be formed through contractual, quasi-contractual, or non-contractual means. The key aspects covered include the concept of agency, the different types of relationships and classes of agents, the authority of agents, and the duties and termination of agency. Agency can be created through express actual authority, implied actual authority, apparent authority, or ratified authority. The document also outlines an agent's duties to their principal and a principal's duties to indemnify their agent. Agency is terminated by agreement of both parties, by operation of law such as death or bankruptcy, or by frustration of the agency agreement.
This document discusses business ethics and social responsibility. It provides definitions of business ethics as the principles and standards that define acceptable conduct in business. Social responsibility is defined as a business's obligation to maximize its positive impact and minimize its negative impact on society. The document outlines ethical issue categories and factors that influence business ethics for individuals and organizations. It discusses the pyramid of social responsibility and responsibilities from economic to philanthropic. It also addresses ethics in the workplace and how to build ethical safeguards into a company.
Agency & stewardship, A. Ghazinoori, Lecture 4, Advanced Theory in Organizati...Amir Ghazinoori
This document discusses four main streams of research on organizations: why firms exist, agency theory, strategic management theory, and cooperative organizational economics. It focuses on explaining agency theory and stewardship theory. Agency theory argues managers may act in their own self-interest rather than shareholders, while stewardship theory proposes managers act as stewards aligned with organizational objectives. The document compares the key assumptions and perspectives of agency theory versus stewardship theory on issues like human motivation, governance structures, and risk orientation.
Corporate Social Responsibility, CSR amendments under the Companies (Amendment) Act, 2019, Benefits of CSR, Management of Socially Responsible Business, Pyramid of CSR, Economic Responsibility, Legal Responsibility
Ethical Responsibility, Philanthropic Responsibility, discretionary responsibility, Section 135 and Schedule VII of Companies Act, Entries in Schedule VII, Types of CSR activities under Schedule VII of the Companies Act 2013, Business Ethics, CSR of Business Towards Stake Holders, Social Responsibilities of Business Towards Different Stakeholders-SHAREHOLDERS, GOVERNMENT, CUSTOMERS, EMPLOYEES, SOCIETY, Reasons for Businesses to Engage in CSR, Social Responsibility ----
Arguments for/ in favour of Social Responsibility of Business, Social Responsibility ----
Arguments Against Social Responsibility of Business, CSR Activities of Companies
Business ethics are important for companies to study for several reasons:
1) Reports of unethical business behavior are rising and stakeholder trust is declining, so studying ethics helps address these issues.
2) Individual ethics alone is not enough - companies need to establish ethical standards and practices at the organizational level.
3) Understanding ethics helps companies identify ethical issues that are important to key stakeholders like customers, investors, and employees.
Types of insurance_power_point_presentation_1.10.1.g1b34farmer
There are several types of insurance that can provide financial protection from different risks. Insurance transfers risk from an individual to an insurance company in exchange for premium payments. Key types of insurance include health insurance, which covers medical costs, disability insurance for lost income due to injury, long-term care insurance for elderly care costs, property insurance to rebuild assets like homes after disasters, liability insurance for legal claims against the policyholder, and life insurance for income protection after death. Insurance is an important part of financial planning but still requires deductibles and co-payments from the policyholder in the event of a claim.
Firstly, the document discusses whistleblowing and defines it as the release of information by an organization member or former member about illegal or unethical conduct within the organization.
Secondly, it outlines conditions for justified whistleblowing, including that the situation involves sufficient moral importance, the whistleblower has properly understood all facts and significance, and all internal channels have been utilized.
Thirdly, it discusses the Edward Snowden case, in which the computer analyst exposed top-secret NSA documents about US surveillance programs, and views him as a patriot rather than a traitor for prioritizing public interest over corporate and government laws.
Meaning of CSR
Social Responsibility theories
Pyramid of CSR
Contemporary CSR
Corporate Sustainability
Reputation Management
Environmental aspect of CSR
Companies Practices : Environmental aspect of CSR
CSR models
Triple bottom Line
Drivers of CSR
CSR and business ethics
Cases on CSR
CSR and corporate governance
Environmental Protection and Corporate Social Responsibility PPT 2019Susheel Tiwari
1. Environmental protection is the practice of protecting the natural environment by individuals, organizations and governments.
Its objectives are to conserve natural resources and the existing natural environment and, where possible, to repair damage and reverse trends.
2. Corporate social responsibility is a concept whereby companies integrate social and environmental concerns in their business operations and in their interaction with the stakeholders on a voluntary basis.
CSR is the responsibility of corporations to contribute to a better society and cleaner environment.
India is the first country in the world to make corporate social responsibility (CSR) mandatory, following an amendment to The Company Act, 2013 in April 2014. Businesses can invest their profits in areas such as education, poverty, gender equality, and hunger and environmental protection.
3.
The document discusses perception, whistleblowing, and a case study involving whistleblower Douglas Durand. It provides definitions of perception and whistleblowing. It describes Durand blowing the whistle on pharmaceutical company TAP for illegal kickbacks. Though initially vindicated, holes later emerged in Durand's story and TAP was cleared of charges. The document performs a SWOT analysis of whistleblowers and concludes that while whistleblowing can prevent wrongdoing, frivolous lawsuits may discourage valid claims. It asks questions about whether whistleblowers should report internally first and how such cases should be evaluated.
Corporate social responsibility ppt babasab patil Babasab Patil
The document discusses the concept of corporate social responsibility from multiple perspectives. It provides definitions of CSR from various organizations that focus on businesses managing their operations in a way that benefits society. The document also outlines the historical evolution of CSR and discusses drivers for companies to implement CSR practices like strengthening their brand and attracting employees. Examples of CSR programs from companies like IBM and Avon are provided.
Corporate social responsibility lecture notesSako Mwakalobo
This document discusses corporate social responsibility (CSR). It outlines some of the key arguments for and against CSR. There are differing views on whether businesses should focus solely on economic goals like profit or have broader social responsibilities. CSR can be defined in various ways, such as a commitment to sustainable development, considering stakeholder interests, and contributing to community well-being. Businesses need to balance their economic, legal, and social duties to be successful long-term. Globalization has led to differing international perspectives on appropriate corporate behavior.
OBJECTIVES OF CORPORATE GOVERNANCE
● To enhance long term Shareholders value
● To Protect shareholders interest
● To conduct the affairs of the company in a manner that ensure
fairness to customers, employees, investors, vendor. government
etc.
● To Maximize shareholders value
● To build up confidence and increasing the thrust of stakeholders
● To enhance efficiency and effectiveness through fair and transparent means
● To shape the growth and the future capital market
● To Minimize securities scam
This document discusses how organizational structure and culture can influence ethical decision making. It describes two main organizational structures - centralized and decentralized. Centralized organizations concentrate decision making authority at the top and rely on formal rules, which can lead to issues like blame-shifting. Decentralized organizations delegate authority more widely and are informal, but employees may have too much autonomy. Organizational culture is shaped by leadership and provides norms for employee behavior. Reward and punishment systems should reinforce the culture. Groups within the organization can also influence ethics through establishing norms.
Corporate social responsibility - presentationNandu Warrier
This document discusses corporate social responsibility and corporate governance. It defines CSR as the continuing commitment by business to behave ethically and contribute to economic development while improving quality of life. Globalization, IT revolution and multinational companies have increased the need for CSR. Businesses are dependent on society and stakeholders for growth. The triple bottom line of social, economic and environmental factors are important. Monitoring, measurement and reporting on CSR initiatives is key. Corporate governance aims to enhance shareholder value while protecting stakeholder interests through transparency, accountability and high ethical standards.
This document provides an overview of corporate governance in India. It defines corporate governance and outlines the key players, principles, and objectives. It discusses the development of corporate governance in India, including economic reforms in the 1990s. It also summarizes the role of the Securities Exchange Board of India in regulating markets after major scandals in the 1990s and 2000s, including the introduction of Clause 49 to strengthen board oversight. Finally, it provides details of the large Satyam scandal of 2009 that damaged investor trust.
This document provides an overview of corporate social responsibility (CSR) in India. It discusses how the Indian government has made CSR mandatory for large companies through provisions in the Companies Act of 2013. It outlines the types of social activities that qualify as CSR and penalties for non-compliance. The document also summarizes CSR initiatives by several major Indian companies and discusses benefits of CSR such as improved employee and customer satisfaction as well as positive public relations. In conclusion, it emphasizes that CSR has become an important part of corporate governance and profitability in modern businesses.
The document summarizes the key recommendations from the Cadbury Committee Report on corporate governance. It recommends that companies establish codes of best practice and standards of conduct. It emphasizes the roles and responsibilities of boards of directors, non-executive directors, executive directors, audit committees, and shareholders. It aims to strengthen accountability, transparency and integrity in financial reporting.
The document outlines a framework for ethical decision making in business that includes 4 pillars: ethical issue intensity, individual factors, organizational factors, and opportunity. Ethical issue intensity refers to how important an ethical issue is perceived. Individual factors relate to a person's characteristics. Organizational factors involve workplace culture, peers, and authority. Opportunity concerns conditions that allow or prevent ethical/unethical behavior.
Nike is a company created in 1972 that is named after the Greek goddess of victory. In 1996, it was revealed that some of Nike's factories in places like Pakistan employed 12-year-olds to make footballs for long hours and low pay in poor conditions. This led Nike to create a code of conduct for suppliers and an excessive overtime task force to address these issues, though short term results were poor. Critics argue Nike could fix such problems by paying workers just 75 cents more per pair of shoes instead of spending $10-12 million annually on corporate social responsibility programs and expenses. There is debate around whether CSR should be seen as crisis management or a true corporate duty and social responsibility.
Chapter 03 - Introduction to Risk ManagementWilly BUN
This document provides an overview of risk management. It defines risk management and outlines its key objectives as identifying potential losses and selecting techniques to treat exposures. The main steps in the risk management process are identified as identifying exposures, measuring and analyzing exposures, selecting treatment techniques, and implementing a risk management program. Treatment techniques include risk control methods like avoidance, prevention and reduction, as well as risk financing methods like retention, non-insurance transfers and commercial insurance.
Stakeholder relationships and social responsibility are important areas for businesses. A stakeholder framework helps identify internal and external stakeholders and monitor their needs. Primary stakeholders like employees and customers are essential to a firm's survival, while secondary stakeholders like media are not. Social responsibility involves maximizing positive impacts and minimizing negative impacts on stakeholders. It is associated with increased profits and loyalty. Corporate governance provides accountability, oversight, and control over decisions. Boards of directors are responsible for success and ethics. Implementing stakeholder perspectives requires assessing culture, identifying groups and issues, and gaining feedback.
This document provides an overview of agency law and the legal framework for principal-agent relationships. It discusses how agency can be formed through contractual, quasi-contractual, or non-contractual means. The key aspects covered include the concept of agency, the different types of relationships and classes of agents, the authority of agents, and the duties and termination of agency. Agency can be created through express actual authority, implied actual authority, apparent authority, or ratified authority. The document also outlines an agent's duties to their principal and a principal's duties to indemnify their agent. Agency is terminated by agreement of both parties, by operation of law such as death or bankruptcy, or by frustration of the agency agreement.
This document discusses business ethics and social responsibility. It provides definitions of business ethics as the principles and standards that define acceptable conduct in business. Social responsibility is defined as a business's obligation to maximize its positive impact and minimize its negative impact on society. The document outlines ethical issue categories and factors that influence business ethics for individuals and organizations. It discusses the pyramid of social responsibility and responsibilities from economic to philanthropic. It also addresses ethics in the workplace and how to build ethical safeguards into a company.
Ethical conisiderations in business researchMehdi Daryaei
This document discusses ethical considerations in business research. It defines ethics as norms that distinguish between right and wrong conduct. There are four parties with rights in research: society, subjects, clients/managers, and researchers. Ethical issues can arise regarding subjects' privacy and consent, clients' confidentiality and research quality expectations, and ensuring research objectives benefit society. New technologies also present challenges around subjects' privacy and direct marketing versus research. Upholding codes of ethics and gaining public trust requires communicating research benefits, adopting ethical practices, and auditing compliance.
1) Fire insurance provides coverage for losses due to fire to both commercial and residential properties. It can cover buildings, machinery, equipment, inventory and other property.
2) There are different types of fire insurance policies including specific insurance policies that provide a fixed payout amount, reinstatement policies that cover rebuilding costs, and floating policies that cover inventory stored in multiple locations.
3) To make a claim, the insured needs to provide documents like the insurance policy, loss assessment reports, bills and invoices, and police reports in the case of arson. The insurance company will then pay the claim amount as per the policy terms.
This document discusses ethical issues and business conduct across cultures. It provides an overview of different cultural perspectives on ethics through frameworks like Hofstede's cultural dimensions and theories around relativism and existentialism. Specific cultural norms and business practices in countries like the US, Saudi Arabia, Ghana, and how they relate to ethics are also examined. Corruption challenges in Africa are highlighted through country examples and indices. The role of religion, customs, and societal influences on norms are explored.
This document discusses several issues related to international business, including social, ethical, labor, and environmental issues. Some of the key social issues mentioned are dealing with corrupt or unstable governments, negative attitudes towards foreign investment, and lack of infrastructure in host countries. Ethical issues include employment practices, human rights, product safety, and following local laws. The main labor issues are child labor, forced labor, health and safety, working hours, and low wages. Environmental issues involve prohibitions on importing goods that cause ecological damage, relocating polluting industries, and exploitation of natural resources.
Social Responsibility & Business EthicsKhalid Nasr
The document discusses corporate social responsibility and business ethics. It defines corporate social responsibility as businesses having social obligations beyond making a profit. It identifies four strategies for social responsibility: reactive, defensive, accommodation, and proactive. It also discusses the role of enlightened self-interest and benefits businesses can gain from social responsibility. The document outlines ten general ethical principles and things management can do to encourage ethical conduct like training, whistleblowing policies, and codes of ethics.
The document discusses potential insurance coverage for business litigation. It provides an overview of liability insurance, explaining that it protects against legal claims and pays for both legal costs and damages if found liable. It also details the broad duty of insurance companies to defend policyholders in lawsuits. The document outlines important features of liability insurance policies and case law establishing insurers' defense obligations, even for uncovered claims or where exclusions may apply. It notes that coverage can sometimes be found in counterintuitive situations involving various types of legal claims.
This document discusses the ethical duties of defense counsel appointed by an insurance company to represent an insured party. It examines whether the insurance company is considered a client in addition to the insured in different scenarios. Specifically, it analyzes situations involving reservations of rights, non-reservations of rights, and other instances where the law firm has previously appeared for the insurance company. The document concludes that while the insured is always the primary client, there is disagreement about whether an attorney-client relationship exists between the defense counsel and insurance company in some non-reservation of rights cases.
Michael Marick - Breaking down barriers in policyholder- insurer disputes ove...Michael Marick
Corporate policyholders/insureds who have been sued share a common interest with their liability insurers—successfully defending those lawsuits. Yet insureds and insurers often disagree on the choice of defense counsel and how much the insurer must pay toward legal bills. These disputes are costly and, in most instances, can be avoided.
An examination under oath (EUO) is a formal proceeding where an insured is questioned under oath by an insurance company's representative about the details of an insurance claim. The purpose is to allow the insurance company to obtain truthful information needed to evaluate the claim. During an EUO, the insured is questioned orally while under oath and their responses are recorded by a court reporter. An insured's failure to fully cooperate with an EUO request can result in the denial of their insurance claim. The EUO allows insurance companies to investigate fraud, clarify insurable interests and damages, and determine if any policy defenses apply.
Ethical Issues in the Tripartite RelationshipBrian Jones
The document discusses the complex tripartite relationship between an insurer, defense counsel, and insured in the context of legal representation, noting competing interests and how representation can become problematic when issues arise between the insurer and insured. It also examines guidelines from insurers on billing and litigation that raise ethical concerns, as well as case law addressing issues like privilege, independent counsel, and who the actual client is in these relationships.
The document discusses the legal doctrine known as the Stowers duty, which establishes that an insurer has a duty to accept reasonable settlement offers within policy limits. It provides details on what constitutes a valid Stowers demand and when the duty is triggered. It also discusses various defenses insurers can raise and exceptions to the duty, including situations involving multiple claimants, insureds, or inadequate time to respond. The document aims to explain the nuances and complexities of the Stowers duty to assess liability in various insurance claim scenarios.
This document provides a summary of a presentation on current trends in construction litigation and insurers' defense and indemnity obligations. The presentation was given by attorneys from the law firm Tharpe & Howell and covered various topics including types of liability policies, insureds and additional insureds, defense obligations, self-insured retentions, indemnity obligations, coverage triggers, endorsements and exclusions, claims handling, and contribution between insurers. The panel discussed recent case law and trends in each of these areas of insurance law as they relate to construction defect litigation.
Under the Right Circumstances, an Insured Entitled to "Independent Counsel" i...NationalUnderwriter
Under the Right Circumstances, an Insured Entitled to "Independent Counsel" in California Can Retain More Than One Firm
by Carey B. Moorehead
In a case of first impression, a California district court has ruled that California law does not preclude an insured from
retaining multiple law firms as independent or Cumis counsel where the insurer is defending under reservation of
rights. The court’s ruling came in the case of Signal Products v. American Zurich Insurance Company, et al.
The Signal Products court was called upon to interpret California Civil Code §2860 in the context of cross-motions for summary judgment between American Zurich Insurance Company and its insured Signal Products, Inc., the defendant in a trademark infringement action. Zurich had agreed to defend Signal under reservation of rights and consented to Signal’s retention of independent counsel.
This newsletter discusses two cases related to insurance coverage. The first case involved a wrongful death claim where the insurer settled with one heir but was later sued by other unknown heirs. The court found the insurer was not protected by settling pre-litigation. Insurers should use genealogists to identify all heirs or have claimants file a lawsuit to receive protection. The second article summarizes various cyber risk insurance policies available to businesses to cover losses from hacking or security breaches. It notes various state and federal regulations regarding notification of privacy breaches.
Malpractice Suit Against Trustee Who Failed to Inform Beneficiaries of Potent...theBurgessGroup
The successor trustees and beneficiaries of the Vitello family trust sued Kathleen King O'Brien, a Michigan lawyer, for malpractice in her handling of a policy owned by the trust when she was the trustee. O'Brien sought coverage from her malpractice insurer, Hartford Casualty. But it denies her claim because she had failed to timely notify it of the reasonably foreseeable possibility that the Vitello trust would pursue a malpractice claim against her.
EMERGING ISSUES WITH INSURER RECOUPMENT OR REIMBURSEMENT FROM POLICYHOLDERDano0403
The document discusses issues insurers face when seeking reimbursement or recoupment from policyholders for defense costs and settlements. It may be possible for insurers to recoup costs if they reserve their rights early, notify the policyholder, and the policyholder is meaningfully involved in the defense. However, policy language and the timing of notices are important. Insurers should control the process by maintaining close oversight of defense costs and coordinating with other insurers and experts.
Seminar Handout for Construction Defect Litigation: from A to Z Bailey and Wyant PLLC
Construction Defect Litigation: from A to Z seminar covers issues of commercial general liability insurance coverage, duties of defense, indemnity, insurance debates, surety bonds, wrap insurance options and class action suits.
The document provides an introduction to key concepts and terminology in insurance law, including the definition of risk, risk management, insurance terminology such as policies and premiums, the concept of risk pooling, classifications of insurance, and the requirement of insurable interest. It also summarizes the nature of insurance contracts as governed by contract law and regulated by states, how applications and provisions work, and types of defenses insurers can raise.
This document summarizes a presentation on self-insured retentions (SIRs) and deductibles given by Mary E. McPherson and Marla H. Kanemitsu. It discusses:
1) The difference between SIRs and deductibles and how they are treated.
2) Common issues that arise regarding SIRs such as who is obligated to pay the SIR, how many SIRs are owed for continuous or multiple trigger claims, and whether different types of implicated policies each require a separate SIR.
3) Various court cases and rulings related to these issues, for example finding that separate SIRs may be owed for each home in a construction defect lawsuit.
The document discusses the principle of utmost good faith in insurance contracts. It imposes a high degree of honesty on both parties. It is supported by the legal doctrines of representations, concealment, and warranty. Representations are statements made by the applicant, while concealment is the intentional failure to disclose material facts. A warranty is a statement or promise that must be true for the insurer to be liable. The principle of proximate cause examines which cause among multiple causes was the most direct and decisive in causing a loss covered under the policy.
Trinity Kings World Leadership discovers how (former attorney) Milton Raiford...Terrell Patillo
The document discusses the risks lawyers face from aiding and abetting and civil conspiracy claims from third parties. These "in-concert liability" claims can arise when a lawyer helps a client commit a tort or breach fiduciary duties owed to a third party, even if unintentional. The document outlines how these claims typically arise in contexts of fraud or breaches of fiduciary duty. It also discusses available defenses for lawyers and issues around insurance coverage for these claims. Lawyers can best avoid these risks by considering how legal services may harm third parties or help clients commit wrongs.
Nbi Seminar Defense Strategies In Personal Injury Casesrfoos
This document discusses ethical considerations in personal injury defense strategies. It defines the tripartite relationship between the client, insurer, and attorney. While both the insurer and attorney must serve the client's interests, joint representation is allowed if interests are aligned. However, conflicts between parties must be handled carefully according to rules of professional conduct regarding competence, scope of representation, communication, and conflicts of interest. Case law has found joint representation permissible if potential conflicts are addressed individually.
This document summarizes the duty to defend for insurers and the consequences for breaching that duty. It discusses how the duty to defend is broader than the duty to indemnify and is triggered if there is any possibility of coverage. It also outlines that an uncontested judgment against the insured is binding on the insurer if it wrongfully refused to defend. The insurer cannot later re-litigate the underlying case and is responsible for the judgment amount, attorneys fees, and other costs resulting from the failure to defend.
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This document discusses the importance of understanding insurance coverage for litigators. It notes that coverage issues may impact case strategy and that identifying applicable policies is important. It then provides an overview of common liability insurance policies, including commercial general liability, professional liability, and employment practices liability policies. It discusses how coverage is triggered and an insurer's typical responses. It also outlines insurers' obligations under the policy and law. Finally, it examines reservations of rights and the potential for conflicts of interest.
What Every Business Tort Lawyer Needs To Knowamystewart
This document outlines the key topics discussed at the 3rd Annual Business Torts Institute on October 14, 2011. The presentation addressed various types of commercial liability insurance policies that are relevant for business tort lawyers, including commercial general liability, directors and officers liability, fiduciary liability, errors and omissions liability, employment practices liability, intellectual property liability, and cyber liability. It provided examples of claims covered under each type of policy and discussed issues like claims-made policies, notice requirements, insurers' response to claims, the duty to defend, declaratory judgment actions, and trends in Texas insurance law.
This document summarizes the key principles regarding an insurer's duty to defend under Texas law. It discusses the "eight corners rule" whereby a court analyzes the duty to defend based solely on comparing the allegations in the underlying complaint and the language of the insurance policy. It notes that recent Texas Supreme Court cases have addressed exceptions to the eight corners rule and other issues like when the duty to defend is triggered. The document provides an overview of the burden of proof in duty to defend cases and discusses that facts outside the eight corners are generally not considered.
Presentation regarding the duty to defend under an insurance policy in Texas. Presented at Lorman Education Services seminar - Update on Insurance Issues in Texas (April 2008)
1. Navigating
the Ethical
Current
Evaluating Conflicts and
Other Ethical Issues in
The Tripartite Relationship
2. “‗The‘ so-called tripartite
relationship has been well
documented as a source of
unending ethical, legal and
economic tension.”
—Gonzales, J., dissenting
State Farm v. Traver,
980 S.W.2d 625 (Tex. 1998)
3. The Tripartite Relationship
The tripartite relationship is the
relationship between the insurer, its
insured and defense counsel engaged by
the insurer to represent the insured in a
potentially covered third-party claim.
5. Dual Representation?
Maybe? Contractually arranged dual representation?
Practically speaking, defense counsel represents the
interests of both the insurer and the insured.
The insurer is contractually obligated to defend its
insured. Defense counsel provides the defense.
The insured typically has a contractual obligation to
cooperate with the insurer’s investigation and to
provide information in a timely manner. Defense
counsel often facilitates this cooperation.
6. Ethical Traps Abound
Conflicts of interest may arise when
the insurer has reserved rights and is
providing a defense. Who is the
client? What happens when interests
collide?
Right to independent counsel – when
does the insured get to select its own
counsel?
Insurer’s use of captive counsel to
provide defense – what are the rules?
When should the insured consult
coverage counsel?
7. Adverse Interests … Potential Conflict
Insurer typically controls the defense under duty-to-defend
policy
Defense counsel has access to confidential, non-public
information from her client, the insured
Insurer’s interests are adverse to insured’s interests on
coverage issues
Defense counsel may have a financial
or business incentive to accommodate the
insurer (source of repeat business), which may compromise
duty of undivided loyalty to insured
8. Tripartite Relationship Analyzed
Employers Cas. Co. v. Tilley, 496 S.W.2d 552 (Tex. 1973)
Extreme facts = highlight the ethical problem
Insurer filed a declaratory judgment action against
insured, Joe Tilley, seeking determination that Tilley’s
late notice defeated coverage
When underlying lawsuit filed against Tilley, insurer hired
defense counsel to represent him
9. Tripartite Relationship Analyzed
Employers Cas. Co. v. Tilley, 496 S.W.2d 552 (Tex. 1973)
While representing Tilley, defense counsel
simultaneously provided services to insurance company
developing evidence adverse to Tilley on coverage issues
Defense counsel did not advise Tilley of conflict
Insurer used evidence developed by defense counsel
against Tilley in the dec action
10. Tilley – Confronting the Ethical Issues
“‗S‘erious questions involving legal ethics and public policy
….”
“‗C‘ustom, reputation, and honesty of intention and
motive are not the tests for determining the guidelines
which an attorney must follow when confronted with a
conflict between the insurer who pays his fee and the
insured who is entitled to his undivided loyalty as his
attorney of record.”
Defense counsel owes the insured “the same type of
unqualified loyalty as if he had been originally employed
by the insured.”
11. The “Tilley Doctrine”
“IV. CONFLICTS OF INTEREST GENERALLY—DUTIES OF
ATTORNEY. In any claim or in any suit where the
attorney selected by the company to defend the claim or
action becomes aware of facts or information which
indicate to him a question of coverage in the matter
being defended or any other conflict of interest between
the company and the insured with respect to the defense
of the matter, the attorney should promptly inform both
the company and the insured, preferably in writing, of the
matter and the extent of the conflicting interest ….”
(cont.)
12. The “Tilley Doctrine”
“V. CONTINUATION BY ATTORNEY EVEN THOUGH THERE
IS A CONFLICT OF INTEREST. Where there is a question
of coverage or other conflict of interest, the company and
the attorney selected by the company to defend the claim
or suit should not thereafter continue to defend the
insured in the matter in question unless, after a full
explanation of coverage question, the insured acquiesces
in the continuation of such defense ….”
–Tilley, 496 S.W.2d, at 559
quoting American Bar Association
National Conference of Lawyers
and Liability Insurers –
List of Guiding Principles
13. The Tilley Takeaways
Insurance company also has a duty to advise its insured
of conflicts.
Non-waiver agreement does not relieve insurer of duty to
inform of specific conflict.
Failure to inform:
By defense counsel – breach of the duty of undivided
loyalty; an ethical violation.
By the insurer?
14. Coffee Break!
Note: Audience Participation Rewarded
Defense counsel owes no duties to the insurer; all duties are
owed to the insured.
False
Defense counsel owes the insured a duty of confidentiality and
may not reveal to the insurer information relating to the defense
of the insured unless the insured consents.
True
Defense counsel must have the insured’s fully informed consent
before filing a motion for summary judgment that would leave
only non-covered claims.
True
15. Tripartite Relationship Analyzed
State Farm Mut. Auto. Ins. Co. v. Traver, 980 S.W.2d
625 (Tex. 1998)
Texas Supreme Court again addressed the tripartite
relationship in Traver, analyzing the respective roles of
the parties and concluding that the insurer is not
vicariously liable for the misconduct of an independent
attorney selected to defend its insured.
State Farm retained separate lawyers to represent two
insureds named as defendants in an auto case.
16. Tripartite Relationship Analyzed
State Farm Mut. Auto. Ins. Co. v. Traver, 980 S.W.2d
625 (Tex. 1998)
Settlement attempts failed, case went to trial and jury
found one defendant insured 100% liable.
In subsequent litigation against State Farm, insured
defendant argued that her defense counsel committed
malpractice by failing to attend key depositions and that
State Farm orchestrated the malpractice to avoid
Stowers liability.
17. Tripartite Relationship Analyzed
State Farm Mut. Auto. Ins. Co. v. Traver, 980 S.W.2d
625 (Tex. 1998)
Supreme Court considered the relative roles of the
insurer and defense counsel in the tripartite relationship,
reaching several conclusions:
Vicarious liability turns on whether the principal has the
right to control the agent with respect to the details of
the conduct.
Defense counsel, as an independent contractor, has
discretion regarding day-to-day details of conducting the
defense and is not subject to the “client’s” control.
18. Tripartite Relationship Analyzed
State Farm Mut. Auto. Ins. Co. v. Traver, 980 S.W.2d
625 (Tex. 1998)
Because the lawyer owes his client unqualified loyalty, he must at all
times protect the interests of the insured if those interests would be
compromised by the insurer’s instructions.
Under these circumstances, the insurer cannot be vicariously liable
for the lawyer’s conduct.
The lawyer’s undivided loyalty to her client is paramount.
Justice Gonzales’ dissent explores the inherent tension in the
relationship and proposed that the insurer should be liable for its
own conduct if it harms the insured in the course of providing a
defense.
19. Coffee Break!
Note: Audience Participation Rewarded
Seeking to conserve policy limits that are eroded by
defense costs, the carrier asks defense counsel in a multi-
party case to appoint lead counsel for all defendants and
to allow lead counsel to attend depositions, hearings, etc.
Other counsel would attend only those matters that
specifically involve their own clients. What should the non-
lead defense counsel do?
Defense counsel should consider the insured’s
interests, identify any potential conflicts of interest, keep
his client fully advised and proceed with the client’s
thoroughly informed consent.
20. Potential Conflicts
Defense under Reservation of Rights
Insurer reserves right to deny coverage in reservation of
rights letter ―“ROR”‖.
ROR is based on the policy terms – limitations on
coverage applicable to the case at hand.
ROR preserves insurer’s right to withdraw defense at a
later time and to refuse to indemnify non-covered claims.
Insurer assumes control of defense and settlement.
Insurer selects and pays defense counsel.
Insurer monitors litigation to determine whether duty to
defend exists and scope of duty to indemnify.
21. Potential Conflicts
Control of defense & settlement
Insurer typically controls the defense under a liability policy
(but the terms of the contract control).
What happens when insurer interferes with defense
counsel’s ability to represent the insured vigorously?
What happens when insurer’s view of coverage impedes
ability to settle case?
22. Addressing the Conflicts
Independent Counsel
Material Overlapping Conflicts Independent Counsel
When is an insured entitled to independent counsel in
Texas?
General Rule: If the insured’s liability and the coverage
issues turn on the same facts, the insured is entitled to
independent counsel.
Northern Co. Mut. Ins. Co. v. Davalos, 140 S.W.3d 685
(Tex. 2004).
23. Coffee Break!
Note: Audience Participation Rewarded
You are defense counsel. Your client, the insured,
wants to take a deposition that is, in your
professional judgment, completely unnecessary and
does not advance the merits of the case. Your client
(both a doctor and a lawyer) admits he only wants
the deposition to vindicate his opinions on an issue of
interest to medical reviewers and to expose the
deponent as a fraudster. He is not willing to pay for
the deposition himself and wants the insurer to cover
the cost of the deposition. What should you do?
24. Addressing the Conflicts
Independent Counsel
In Davalos, the insurer was obligated under an automobile
liability policy to provide a defense for covered claims.
The policy gave the insurer the right to conduct the
defense.
Because of a disagreement over the proper venue in
which the case should be tried, the insured refused the
defense tendered by the insurer.
Court faced the issue of whether a disagreement over
venue is a sufficient reason for the insurer to lose its right
to conduct the defense, while remaining obligated to pay
for it.
25. Addressing the Conflicts
Independent Counsel
The Texas Supreme Court recognized at the outset that,
under certain circumstances, an insurer may not insist on
its contractual right to control the defense.
What are those circumstances?
26. Addressing the Conflicts
Independent Counsel
“Every disagreement about how the defense should
be conducted cannot amount to a conflict of interest
within Traver’s meaning. If it did, the insured, not the
insurer, could control the defense by merely
disagreeing with the insurer’s proposed actions.
This is not at all what we contemplated in Traver.”
—Davalos, 140 S.W.2d at 689.
27. Addressing the Conflicts
Independent Counsel
Ordinarily, the existence or scope of coverage is the basis
for a disqualifying conflict. The reservation of rights letter
creates a potential conflict of interest.
When the facts to be adjudicated in the liability lawsuit are
the same facts upon which coverage depends, the conflict
of interest will prevent the insurer from conducting the
defense.
If, however, the insurer defends unconditionally – no
potential for conflict.
28. Addressing the Conflicts
Independent Counsel
Other types of conflicts may also justify an insured’s
rejection of the tendered defense:
1. when the defense tendered is not a complete defense,
though it should have been;
2. when the attorney hired by the carrier “acts unethically and,
at the carrier’s direction, advances the insurer’s interests
at the expense of the insured’s”;
3. when the defense would not, under governing law,
satisfy the insurer’s duty to defend; and
4. when, though the defense is otherwise improper, the
insurer attempts to obtain some kind of concession
from the insured before it will defend.
29. Addressing the Conflicts
Independent Counsel
The Davalos Court concluded that the venue impasse was
not a sufficient reason to take the contractual right to
defend away from the insurer.
Where the facts to be adjudicated in the liability lawsuit
are the same facts upon which coverage depends,
however, the conflict of interest disqualifies the insurer
from conducting the defense. The insured may defend the
case on its own and hold the insurer responsible for the
fees and costs reasonably incurred.
30. Addressing the Conflicts
Control of defense & settlement
Can insurer control defense even if insured is represented
by independent counsel? What issues does this present
for independent counsel?
More specifically, does the insurer effectively take control
of the litigation by engaging in discussions with
independent counsel?
In Gilbert Tex. Constr., L.P. v. Underwriters, the Texas
Supreme Court analyzed this issue and concluded, on the
facts of that case, that the insurer did not assume control.
31. Addressing the Conflicts
Control of defense & settlement
Gilbert Tex. Constr., L.P. v. Underwriters, __ S.W.3d __, 53
Tex. Sup. Ct. J. 780 (Tex., June 4, 2010)
In addition to disputing the insurer’s denial of coverage,
the insured argued that the insurer asserted control
over the defense, prejudicing the insured.
Gilbert sought to recover the amount it paid in
settlement as damages on an estoppel theory.
HELD:The conduct alleged did not rise to the level of
assuming control – and Gilbert was not prejudiced.
32. Counsel for the Insured
In order to provide the best representation:
Understand the coverage issues – avoid
recommending a course of action that would defeat or
reduce your client’s coverage
If you can’t do this because you have a business
relationship with the insurer, you need to advise your
client and make sure you have consent to proceed
notwithstanding the conflict and inherent limitations on
your ability to represent the client’s interests vigorously
33. Counsel for the Insured
In order to provide the best representation (cont.):
This conflict potential should be assessed early to avoid
prejudicing the insured by raising it too late in the game
If there’s a conflict, recommend that insured retain
coverage counsel to work solely on the coverage issues
and consult with you on the defense, or refer the
insured to independent counsel
34. Insurer’s Coverage Counsel
In order to provide the best representation:
Remember your client’s obligations under the policy
and under applicable law.
Expect defense counsel to represent his client’s
interests with undivided loyalty. His duty is to the
insured, even if your client is paying him.
Remember that the insurer (and therefore you) should
not pressure defense counsel to provide services or
take any action adverse to the interests of the insured.
35. Insured’s Coverage Counsel
In order to provide the best representation:
The insured’s coverage counsel does not typically face
as many competing interests as the other players and
is not part of the tripartite relationship.
Understanding the dynamics of the tripartite
relationship, however, helps the insured’s coverage
counsel navigate the dispute more effectively.
36. Plaintiff’s Counsel?
In order to provide the best representation:
Know the coverage issues; consult coverage counsel
for assistance with strategy to maximize coverage.
Understanding the dynamics of the tripartite
relationship also helps plaintiff’s counsel navigate the
dispute more effectively.
37. Tips for Avoiding Certain Calamity
Be clear about who your client is
Remember duty of undivided loyalty … to client
Defense counsel, pay attention to coverage
issues – can’t bury your head in the sand
If you can’t advise fully due to
business conflicts, refer client to
independent counsel – early!
Engage coverage counsel or
ethics counsel if needed