The D&O Diary

Tokyo

Kevin LaCroix — Sat, 17 Oct 2026 18:41:57 +0000

Tokyo, viewed from our hotel room

My Asian assignment for The D&O Diary continued last week with a long-weekend visit to Tokyo, which is both one of the world’s largest cities and one of the world’s great places, as well. The city streches beyone the horizon in every direction, a seemingly limitless urban expanse that is both vast and orderly, efficient, and culturally rich.

This was a return visit for me (although the first visit for my wife). I first visited Tokyo almost exactly nine years ago, in October 2017, but my experience then could not have been more different than this time. During my prior visit, the city was stuck under the edge of Pacific typhoon. It rained for six straight days while I was there. By contrast, during this visit, the skies were cloudless, clear, and sunlit. As bad as the weather was last time, the weather this time could not have been better.

Our exploration of the city began with a visit to the Imperial Palace East Gardens, which are located in the heart of the city and a short walking distance from our hotel. The Gardens occupy the former site of the Edo Castle, a massive fortress and part of the city’s defenses for several generations. Portions of the Castle and outbuildings remain, and the present Gardens encompass ancient stone walls, moats, gatehouses, carefully maintained groves of trees, traditional Japanese gardens, and blooming seasonal flowers.

In the Imperial Gardens. An original double-story surveillance tower standing along the outer southern edge of the former castle’s defensive walls.

We left the tranquility of the Imperial Gardens to go next to the bustling fashion district of Harijuku. The neighborhood’s narrow, pedestrianized streets full of vintage clothings stores, boutiques, and cafes provide quite a contrast to the city’s seemingly endless blocks of office towers. The district is the one of the world’s great places for strolling and people watching.

Harijuku is full of quiet backstreets, far from the city’s hustle and bustle. My wife and I enjoyed a quiet afternoon tea at this shop, which was as interesting as it was pleasant. More than once during our Tokyo visit, we managed to stumble on this kind of island of tranquility among the city’s vast urban expanse. (Isn’t it interesting that the signage is in English?).

An interior view of the Cafe Little Magic.

Adjacent to the Harijuku station is the Meiji Jingū, a huge Shinto shrine dedicated to Emperor Meiji and Empress Shoken, whose late 19th and early 20th century reign oversaw Japan’s transformation into a modern nation. The shrine is one of many islands of trees and greenery tucked within Tokyo’s urban sprawl. The approach to the shrine is almost as memorable as the shrine itself; it leads to massive wooden torii gates and follows broad gravel pathways that wind through a dense forest of towering trees.

The pathways approaching the Meiji Shrine. I have to say we were so fortunate with the weather during our visit to Tokyo. The woods were full of happy people, sunshine, and birdsong.

One of the massive Torii gates along the approach to the Meiji Shrine.

The Meiji Shrine itself, nestled into a grove of trees.

A traditional wedding couple at the Meiji Shrine.

The next morning we were up early to visit the Ameya-Yokochō (Ameyoko) open air street market, near Ueno Park. Located alongside the railway tracks between Ueno and Okachimachi stations, the market is a bustling collection of narrow lanes packed with food stalls, produce vendors, seafood merchants, clothing shops, cosmetics stores, discount retailers, and small restaurants. The market also has a lively, slightly chaotic atmosphere that makes it quite interesting.

The Ameyoko street market.

Eels on display at the Ameyoko market.

Ducks on diplay as well. (Are they wearing little shoes?)

From the market, we then went to the nearby Ueno Park, which, according to Wikipedia, is Tokyo’s most popular park. The park’s most famous feature is the Ueno Tōshō-gū, which is a 17th century Shinto shrine. The shrine is dedicated to Tokugawa Ieyasu, the founder of the Tokugawa Shogunate that ruled Japan for more than 250 years.

The Toshogu shrine. It affords a rare opportunity to see an authentic example of Edo-period architecture that has survived wars, earthquakes, fires, and even the upheavals of Japan’s 20th century history. The shrine is covered with gold leaf, elaborate carvings, richly decorated gates, and intricate ornamentation.

A beautiful five-story pagoda is located next to the Ueno Toshogu shrine.

One of the high points of Ueno Park is its Dahlia Garden. Japan is rightly famous for its Cherry Blossoms, which are spring blooms. Dahlias, by contrast, bloom in autumn, which in my view gives them a special appeal. The flowers in the Ueno Park Dahlia Garden are extraordinary, appearing in a dazzling range of colors, including deep crimson, bright orange, rich purple, vibrant pink, brilliant yellow, and pure white.

From Ueno, we went by subway the short distance to Sensoji (also known as Asakusa Kannon Temple), Tokyo’s oldest Buddhist temple, dedicated to the bodhisattva Kannon. The temple is approached by a long shopping street named Nakamise-dori.

Nakamise, the shopping street leading the the temple. Dozens of small shops line both sides of the walkway. Vendors sell an array folding fans, woodblock prints, kimonos, yukata robes, lanterns, ceramics, chopsticks, and an endless assortment of souvenirs and Japanese snacks.

The area surrounding the Sensoji Temple itself is a lively mix of worshipers and tourists, many of whom attire themselves in traditional garb for the occasion.

A seated statue of the Kannon bodhisattva in the Sensoji Temple gardens.

One of the high points of our Tokyo visit was an ambitious trip to visit the Edo-Tokyo Open Air Architectural Museum, located in Kogenai Park, quite a distance West of central Tokyo. We were by this point confident users of the Tokyo subway system, but the trip to the architectural museum required us to take one of JR (Japanese Railway) commuter trains, and then to take a city bus from the railway station to the park itself. The travel itinerary was, to be honest, intimidating.

To start our journey to the architectural museum, we first had to confront the Tokyo Station, an enormous railway station that in many ways has the attributes of a small city. It is a vast complex of platforms, passageways, underground shopping arcades, restaurants, offices, and retail spaces through which astonishing numbers of people move every day. There is a seemingly endless flow of commuters, business travelers, tourists, and students moving purposefully in every direction. The crowds can be overwhelming. The signage can be less than helpful for a visitor unfamiliar with the building, and finding the right train and platform was a challenge. Just being in the station was an intense experience.

Despite the challenges, we managed to get on the correct train for the rail station for Koganei Park. We then had to get from the station to the park itself, which required traveling on a city bus, another intimitating experience that required deployment of more confidence than we actually had.

Almost miraculously, we made it to the architectural museum without mishap. The daunting journey proved to be well worth it. We loved the musuem, which consists of a collection of 30 restored residential and commercial buildings relocated from their original locations to the museum.

We couldn’t have picked a nicer day to visit the museum, as the traditional Japanese style construction appeared at its best in the afternoon warmth and sunshine.

The conditions afforded a brilliant atmosphere to study and appreciate the elements of traditional Japanese construction.

We were particularly charmed by this restored tram car, which was displayed in the museum area with the restored commercial buildings. The tram car will be particularly evocative for anyone familiar with the films of Hayao Miyazaki, whose Studio Ghibli, where he made his most famous animated films, is located nearby the museum. The tram car appeared to me as if it had been taken directly from one of his films, say, My Neigbor Totoro, or maybe Spirited Away.

There were rewards for paying attention to the details at the museum. This odd mural decorated the walls of the of the restored buildings in the commercial area, which was actually a sentō (bathouse). My initial reaction to the mural was to ask myself “What on earth is going on here?” We later learned that the mural depicts a scene from the Japanese folktale Saru Kani Gassen, popularly known as “The Battle of the Monkey and the Crab.”

While we were at the architectural museum, we enjoyed a meal of udon noodles. As you can see, we tried two versions, one hot (lower bowl) and one cold. We enjoyed success in ordering our food basically because the only thing they served was udon noodles. On other occasions while we were in Tokyo we had a little more trouble ordering our food (as noted below).

After managing to navigate our way from the architectural museum back to the central city, we took the subway to the busy and brilliantly illuminated Ginza shopping district.

While strolling through the Ginza streets, we had one of those stumbled-upon experiences that can make travel so entertaining. We happened to notice that there were a number of people standing in line outside a restaurant called the Ginza Lion. Curious, we checked out the restaurant’s offerings, and discovered that it was a Japanese version of a German beerhall. We decided we had to check it out, so we joined the line, which fortunately moved quickly.

The Ginza Lion turned out to not only have an interesting version of the German beerhall atmosphere, but it was also featuring a special Octoberfest menu — albeit with some interesting Japanese variations, like a side plate of konjac, a fibrous Asian root vegetable. (The konjac is located in the dark octagonal dish on the oblong wooden board in the lower center right.) The Japanese beer was quite good.

On Sunday, our final day in Tokyo, we were fortunate that the magnificant weather we had enjoyed throughout our visit contined for one more day. We made our way to the Hama-rikyū Gardens, the location of a former imperial garden and villa near the Ginza district. A field in the park was aflame with blooming Sulphur Cosmos flowers, blazing beautifully in the bright October sunshine.

The beautiful, landscaped garden provides quite a contrast to the looming office blocks beyond. At the center of the garden is a tidal pond, filled with water from the nearby sea. Along the shores of the pond are a teahouse and several other original structures. We enjoyed a cup of matcha tea at the teahouse.

From the Hamarikyu gardens, we then went to the Koishikawa Korakuen Garden, an Edo-period Daimyo strolling garden surrounding a large pond.

The Koishikawa Korakuen Garden is beautiful, although the garden’s tranquility was undercut somewhat by the noise from a nearby amusement park, as well as by the crowd noise from a baseball game being played at the nearby Tokyo Dome. (The game was the second and, as it turned out, final game in the initial-round best-of-three 2026 Central League Climax Series between Yokohama DeNA Baystars and the home town Yomiuri Giants. Yokohama won the series.)

The park’s peaceful setting and the noise from the adjacent activities created quite the contrast.

Engetsu-kyo (Full Moon Bridge) at the Koishikawa Korakuen Garden.

Statutary at the Koishikawa Korakuen Garden.

There’s a story behind this meal. Our visits to the parks earlier in the day had entailed a lot of walking. By early afternoon, we were getting a little tired and very hungry. We discovered that many restarants were closed because it was Sunday. We were unable to find any restaurants (other than fast food shops) that were open for lunch, and unable to think of anywhere else to go to find some food, we took the desperate step of going into the Tokyo station. By the time we made it to the second level dining area, it was mid-afternoon and most shops were already closing down their lunch service. We managed to get into this one sushi restaurant, but then faced another barrier when the supposed English language menu was in fact entirely in Japanese. Moods were starting to break down by that point, but by maintaining just enough optimism and drive to order, we did manage to finally get some food. The sushi was good, and the gyoza we ordered also fit the bill. Although Tokyo is in many ways a friendly place for English speaking tourists, every now and then we did hit a cultural wall. All part of the tourising experience, I suppose.

Sayonara to Tokyo, at the Wadakura Fountain Park, inside the Kokyo Gaien National Garden (the Imperial Palace Outer Garden).

We have some tips for anyone visiting Tokyo any time soon. The first tip is so useful that every visitor to the city should be given this information upon arrival. The information has to do with how to pay for public transportation in Tokyo. Unlike in many cities (such as, say, New York, London, or Singapore) you cannot use Apple Pay to directly pay public transportation fares. The way it works in Tokyo is that you need to download a card called Suica to your Apple wallet. (There are also physical Suica cards, but the version I am describing is virtual). The instructions on how to download the Suica card to your Apple Wallet can be found here. Once you have downloaded the Suica card, you can use Apple Pay to add value to the card.

Once the value is loaded into the card, you can use it to pay for subways, trains and buses. You can also use it to pay in convenience stores, vending machines, and even some restaurants. To use the Suica cards to pay in subway and railway stations, you just hold your phone up to the card readers on the turnstiles marked “IC” (integrated circuit). There are similar card readers on the buses. The great thing is that to swipe your phone on the reader, you don’t have to open an app (like you would for Apple Pay) and you don’t even have to unlock your phone. You just hold your phone up to the reader.

The other thing that is important to know is that many small retail transactions in Tokyo are cash-only. Many of the tourist attractions do not take credit cards, as is also true for many restaurants and small shops. Some shops will take a virtual Suica card, but they will not take MasterCard or Visa. The bottom line is that you will need cash (or a loaded Suica card). The good news is that 7-Elevens and Lawsons (another convenience store chain) all have ATMs, so it is easy to get cash. 7-Elevens are everywhere in Tokyo. The better news is that with the current dollar-to-yen exchange rate, a few dollars’ worth of yen goes a long way. (For example, the entry fee for most tourist sites is 300 yen, about $1.90.)

Large Corporate Bankruptcy Filings Down, But Still Above Historic Levels

Kevin LaCroix — Thu, 15 Oct 2026 18:07:35 +0000

The number of large corporate bankruptcy filings during the twelve-month period ending June 30, 2026, was down compared to the preceding twelve months, but remained elevated compared to long-term historical averages, according to a new report from Cornerstone Research. In the firm’s press release about the report, the report’s co-author is quoted as saying that the elevated bankruptcy rate reflects “persistent challenges of the broader economic environment for companies that rely on debt financing.” The report, which is entitled “Trends in Large Corporate Bankruptcy and Financial Distress: Midyear 2026 Update,” can be found here. Cornerstone Research’s press release about the report can be found here.

The report is based on a database of 1,781 large corporate Chapter 7 and Chapter 11 bankruptcy filings from January 1, 2025, through June 30, 2026. The bankruptcies involved public and private companies with over $100 million in assets at the time of the filing. The report also analyzes “mega” bankruptcies, involving companies with over $1 billion in assets at the time of filings. The dataset contains 504 mega bankruptcies from January 1, 2005, through June 30, 2026.

According to the report, during the twelve months ending June 30, 2026, 100 companies with over $100 million in assets filed for Chapter 7 or Chapter 11 bankruptcy, compared to 117 during the twelve-month period ending June 30, 2025, representing a decrease of 15%. Though the number of large bankruptcy filings declined in the most recent twelve-month period compared to the prior twelve months, the number of bankruptcy filings during the most recent twelve-month period was still 22% above the 2005-2025 annual average of 82 bankruptcies.

On the other hand, only 20 of the large companies that filed for bankruptcy in the twelve months ending June 30, 2026, were publicly traded companies, compared to an annual average of 44 public company filings during the period 2005-2025.

In the twelve months ending June 30, 2026, there were 28 “mega” bankruptcies, a decrease from the 32 mega bankruptcies in the twelve months ending June 30, 2025, but still above the 2005-2026 annual average number of mega bankruptcies of 23.

With respect to the 28 mega bankruptcies, the report states that the most commonly cited “drivers of financial distress” in those bankruptcies’ first day declarations were “(i) reduced demand due to consumer preferences, market competition, and/or industry factors; (ii) challenges in the regulatory, legal, and policy landscape; (iii) reduced demand and/or increasing costs due to high inflation; and (iv) increasing operational and/or financing costs due to high interest rates.”

Reduced demand was cited as a factor in 73% of the mega bankruptcies. Challenges in the regulatory, legal, and policy landscape were cited in 65% of the first day declarations. Reduced demand or increasing costs due to high inflation was cited in 58% of the mega bankruptcies. The impact of high interest rates was identified as a driver of financial distress in 38% of the mega bankruptcies.

Interestingly, with respect to the companies that identified the regulatory, legal, and policy landscape as a factor, the most commonly cited issue was “international trade and tariffs.” The report specifically notes that “tariff policy was cited as a driver in five mega bankruptcies.”

In the twelve months ending June 30, 2026, the Manufacturing, Services, and Finance, Insurance, and Real Estate industries had the highest share of bankruptcy filings, each accounting for 21%-22% of filings.

The most common venue for large corporate bankruptcies in the most recent measurement period was the Southern District of Texas, which took over the top spot from the District of Delaware. The top five bankruptcy venues (Southern District of Texas, District of Delaware, Northern District of Texas, District of New Jersey, and Central District of California) accounted for 77% of the large corporate bankruptcies in the twelve months ending June 30, 2026, and 69% of the large corporate bankruptcies in the first half of 2026.

In an analysis that readers of this blog may find interesting, the report specifically addresses the increasing role of private credit in corporate debt financing. As readers may recall, in numerous posts in recent months (for example, here), we have addressed the growing number of private credit-related claims. (“Private credit” is debt financing provided by non-bank lenders, including private credit funds and business development companies [BDCs].)

The report notes that private credit has grown as a source of corporate debt financing for borrowers over the last five years. The report also notes that “multiple mega bankruptcy filers received private credit financing.” Two specific bankruptcy filers mentioned in the report as having received private credit financing are First Brands and Tricolor, both of whose mega bankruptcies led to high-profile D&O claims (as discussed here and here, respectively).

The report specifically cites figures showing stress in the private credit financing arena. The report notes that the S&P index tracking BDCs declined over 20% in the twelve months ending June 30, 2026, observing further that “market commentators have pointed to high-profile defaults and loan exposure to software companies at risk of AI disruption as contributors to the price decline.”

New Complaints Highlight AI Platforms and Data Center Infrastructure D&O Risk

Sarah Abrams — Wed, 14 Oct 2026 12:17:07 +0000

On September 28, 2026, a securities class action lawsuit was filed against Qfin Holdings, Inc. (Qfin), a China-based company that describes itself as operating an AI-driven credit technology platform used for credit assessment, borrower acquisition, and related financial services. The plaintiffs allege that the company overstated the resilience and effectiveness of its AI-enabled business model while downplaying the adverse effects of tightening regulations and liquidity constraints. A copy of the complaint can be found here.

The same day, shareholders also filed a securities suit against Fluence Energy, Inc., a provider of energy-storage systems, optimization software, and related products used by utilities and, increasingly, data-center operators. While the Fluence complaint does not involve allegations concerning AI technology itself, it repeatedly references the company’s efforts to capitalize on accelerating demand from data centers and hyperscale customers and alleges that manufacturing and supply-chain challenges prevented it from meeting growth expectations associated with that rapidly expanding market. A copy of the complaint can be found here.

The two lawsuits underscore how AI-related D&O exposure is extending beyond companies that develop AI technology to encompass businesses throughout the broader AI ecosystem. As discussed below, one action involves a company whose business is expressly built around AI-enabled technology, while the other concerns a company seeking to capitalize on demand for the infrastructure necessary to support AI-driven data-center growth.

The Qfin Lawsuit

Filed in the Eastern District of New York, the complaint was brought on behalf of investors who purchased Qfin securities between March 18, 2026, and August 25, 2026, and names the company and certain of its senior executives as defendants. According to the complaint, the company operates an AI-driven credit technology platform in China that provides borrower acquisition, credit assessment, fund matching, and other consumer-finance services.

Shareholder plaintiffs allege that, as China’s consumer-finance industry underwent significant regulatory changes beginning in 2025, the defendants repeatedly represented that Qfin’s business remained “resilient,” “steady,” and “stable” despite industry-wide pressures. According to the plaintiffs, the company emphasized its risk-management capabilities, compliance measures, and strategic responses to regulatory developments while downplaying the extent to which industry headwinds were already adversely affecting its business. The plaintiffs contend that these statements created the misleading impression that Qfin was successfully navigating regulatory changes and was positioned to emerge stronger than its competitors.

The complaint further alleges that the truth began to emerge on August 25, 2026, when Qfin reported second-quarter 2026 financial results. The company disclosed that revenue had fallen 31.6% year over year, net income had declined 76.8%, and management warned of continued pressure in China’s consumer-credit market. According to the complaint, Qfin’s ADS price fell approximately 18.9% on the following trading day.

The Fluence Energy Complaint

Also on September 28, 2026, a securities class action lawsuit was filed in the Southern District of New York against Fluence Energy, Inc., the company’s CEO; and CFO, on behalf of investors who purchased the company’s securities between November 24, 2025, and September 16, 2026.

According to the complaint, the company repeatedly touted its ability to capitalize on accelerating demand from utilities, industrial customers, and data-center operators, while emphasizing record backlog levels, growing orders, and the strength of its manufacturing and supply-chain capabilities. The company also highlighted expanding opportunities arising from hyperscale data-center growth and increasing electricity demand.

The complaint alleges that throughout the class period the defendants misled investors by overstating the company’s ability to deliver on its backlog and achieve its 2026 financial guidance. Specifically, plaintiffs contend that the company’s ability to convert backlog into revenue depended on new manufacturing facilities that were not fully operational or capable of producing at the volumes assumed in the company’s projections. Plaintiffs further allege that the company concealed ongoing production and manufacturing problems and falsely assured investors that corrective measures had addressed those issues.

According to the complaint, the alleged truth emerged through a series of disclosures. In February 2026, the company reported disappointing margins and increased project costs, causing its share price to fall more than 34%. In August 2026, the company disclosed production delays at new contract manufacturing facilities and significantly reduced its revenue and EBITDA guidance. Finally, in September 2026, the company again slashed its financial outlook, citing continuing delays in ramping up a key manufacturing facility. Following these disclosures, the company’s share price allegedly declined substantially.

Discussion

The two new lawsuits discussed above further illustrate the expanding scope of AI-related securities litigation. With the addition of the Qfin and Fluence actions, the running total of AI-related and AI-adjacent securities lawsuits filed in 2026 now stands at 27. The Qfin action reflects the growing category of AI-adjacent claims, while the Fluence complaint highlights the litigation exposure facing companies that supply the infrastructure supporting AI growth. Together, the cases demonstrate that AI-related securities litigation is no longer limited to allegations concerning AI technology itself.

The Qfin lawsuit particularly illustrates an emerging theme in AI-related securities litigation. Early AI cases often centered on alleged AI washing. For example, in the securities litigation against Innodata, plaintiffs alleged that the company overstated the extent to which its products and services relied on AI technology and misrepresented its AI-development efforts. The case exemplified the traditional theory that a company falsely portrayed itself as an AI leader.

More recent cases involve companies whose AI capabilities were not themselves alleged to be fictitious. In the ZoomInfo case, plaintiffs alleged that the company failed to disclose how AI-related market developments were affecting its legacy business. Likewise, the Commvault lawsuit focused on revenue guidance and disclosure issues associated with the company’s transition toward AI-driven SaaS offerings rather than on the functionality of its AI products.

The Qfin complaint fits within this newer category. Plaintiffs do not allege that the company’s AI-driven credit platform was fictitious or defective. Instead, they contend that Qfin overstated the resiliency of its business while downplaying the effects of tightening regulation and deteriorating market conditions. The alleged disclosure failures therefore concern traditional business risks rather than AI technology itself.

The Fluence lawsuit, by contrast, reflects a different development in the AI-litigation trend. As this site has previously noted, the rapid expansion of AI has fueled extraordinary demand for data centers and the power-generation, cooling, and energy-storage infrastructure necessary to support them. Recent securities lawsuits against companies such as Power Solutions International and Innventure Inc. alleged that the companies overstated the business opportunities available from AI-related data-center growth and infrastructure spending. These cases suggest that investor enthusiasm surrounding AI can create heightened expectations not only for AI software companies, but also for companies expected to benefit from the enormous capital expenditures required to support AI deployment at scale.

The heightened expectations surrounding AI infrastructure are particularly noteworthy given the ongoing debate about whether current AI-related valuations and growth projections can be sustained. Recent reports concerning Anthropic’s anticipated IPO underscore both the extraordinary level of investor enthusiasm surrounding AI and the significant uncertainties that remain. According to reports reviewing the company’s IPO disclosures, Anthropic not only projected enormous infrastructure and capital requirements to support future growth, but also cautioned investors about a range of risks associated with advanced AI systems and the rapidly evolving regulatory and competitive environment. Against that backdrop, investors’ willingness to assign substantial value to companies throughout the AI ecosystem may help explain the scrutiny that follows when projected AI-driven opportunities fail to materialize.

Whether today’s AI enthusiasm ultimately proves justified remains to be seen. What is already clear, however, is that AI-related securities litigation continues to broaden. The Qfin lawsuit reflects the rise of AI-adjacent claims involving traditional disclosure issues, while the Fluence action demonstrates the growing exposure of companies throughout the AI infrastructure ecosystem. Together, the cases suggest that the litigation trend increasingly extends beyond AI developers themselves to the broader network of companies expected to benefit from AI-driven growth.

Kuala Lumpur

Kevin LaCroix — Tue, 13 Oct 2026 22:15:25 +0000

Petronas Towers, Kuala Lumpur

My Asian assignment for The D&O Diary continued last week with a stop in Kuala Lumpur, Malaysia’s capital and largest city. Kuala Lumpur is a modern and dynamic city that features an iconic skyline, bustling streets, and a renowned food scene. It was a return visit for me to this endlessly fascinating place.

The primary purpose for my Kuala Lumpur visit was to participate as a speaker and panelist at the Financial Lines Forum, the first of its type in Malaysia, which was sponsored and hosted by the Chan Ban Eng & Co law firm and its Managing Director, JJ Chan. The event, which was suprisingly well-attended, was first-class in every way. It is particularly noteworthy that the Chan Ban Eng law firm presented the event on a pro bono basis, without charging an admission fee or accepting cash sponsorships, for which the firm deserves both recognition and praise.

The event was presented in collaboration with the Universiti Malaya and was attended by a number of public officials and other luminaries, including Malyasia’s attorney general, Tan Sri Dato’ Mohd Dusuki bin Mokhtar, who delived the keynote address; Tan Sri Datuk Zainun Ali, Former Judge of the Federal Court of Malaysia, who acted as the event’s Chairperson, and who delivered the opening address; and Tan Sri Dato’ Abdul Rashid bin Hussain, Founder of the RHB Group and Chairman of the Lembaba Tabund Haji, who also provided a special address.

In light of the event’s large audience and distinguished guests, I was particlarly honored to deliver the event’s closing address.

I was also honored to participate in this distinguished panel, on the topic of “D&O Liability in Practice,” and which featured, from left to right, Phoebe Ng, of the Chan Ban Eng law firm, who moderated the panel; me; Muzzaffar Othman, COO of Permodalan Nasional Berhad; Aiza Azreen Binti Ahmad, Independent Non-Executive Director of Sapura Resources Berhad; Shalini Pavithran, CEO of the Singapore College of Insurance; and Simon Moi, Chief Underwriting Officer of Newline Asia.

The memorialization of the Financial Lines Forum’s Founding Statement, as signed by JJ Chan, Tan Sri Zainun, and myself, and witnessed by the Attorney General Datuk Mohd Dusuki Mokhtar. I participated in this event as International Advisor to the Financial Lines Forum.

The turnout for this event was really remarkable — with over 350 attendees, the conference room was packed. I was honored to be able to meet some of the many guests, including Susila Menon and Ramesh Tangabello, both of QBE; Tan Su Yin of Hannover Re; and Uma Harikrishnaa of MSIG Insurance.

My congratulations to JJ Chan and his colleagues at the Chan Ban Eng law firm, pictured here with Tan Sri Zainun, for organizing this excellent event for the Malaysian insurance and legal community. From left to right in this picture: Phoebe Ng; Fazleeza Azli; JJ Chan; Tan Sri Zainum; me; and Jael Ho.

It is a mark of the success of the Financial Lines Forum event that it was widely covered in the local press, including, for example, coverage in Free Malaysia Today (here) of Abdul Rashid Hussain’s speech, as well as coverage in The Star of the AG’s speech (here). Indeed, the Attorney General himself posted an item on Facebook about the event, here.

Although our visit to Kuala Lumpur was all too brief, we did have a chance to look around and see the city. It is such a fascinating place. One of the city’s most indispensible sites is its vibrant and colorful food street, Jalan Alor. The street is filled with brightly lit restaurants, rows of hawker stalls, tightly packed tables, and crowds of visitors eyeing the offerings.

Walking along Jalan Alor is an intense sensory experience. The bright lights, aromatic smells, and swirls of motion and sound make the scene enjoyably chaotic.

The varieties of food on offer are also both impressive and astonishing. I know I sampled several different foods for the first time during our visit.

A crab food dinner at a relatively new restaurant that, mercifully, was air conditioned. Enjoying food on Jalan Alor is more than just a meal, it is an experience.

Kuala Lumpur is also rightly famous for its modern skyline, with bristles with tall buildings. This picture, as well as the one at the top of the post, depicts the famous Petronas Towers, viewed from our hotel window. The Petronas Towers were the tallest buildings in the world from 1998 to 2004. (The towers now rank 20th.) You will note the murky air in the picture. The air quality in Kuala Lumpur was poor during our visit, due to raging wildfires in Indonesia. On our final day in KL the air quality index was over 200, in the range considered “very unhealthy,” which unfortunately made walking around less than entirely pleasant, particularly in the heat and humidity.

Here’s another of Kuala Lumpur’s famous tall buildings, the Merdeka 118 (also known as the Merdeka Maybank building), seen at night. The building, which is 118 stories, is now the second tallest in the world, after only the Burj Khalifa in Dubai.

We did have the opportunity to see some of the city’s more famous historic sites, including this recently restored British colonial era building, the Sultan Abdul Samad building. The building is still gleaming after its refurbishment, which was completed in February 2026.

Here is the Masjid Jamek, the mosque located at the confluence of the Klang and Gombak Rivers. The river junction gives the city its name — “Kuala Lumpur” means “muddy confluence” in Malay.

Inside the Petaling Street Market, the bustling commercial center of Kuala Lumpur’s Chinatown district, which is located just a few blocks away from the Masjid Jamek.

A quiet, atmospheric side street in Chinatown.

This is the Seri Negara mansion, on a hilltop in the Perdana Botanical Gardens. The building appeared in the movie “Crazy Rich Asians” as Tyersall Park, the grand ancestral estate of Nick Young’s wealthy family (set in Singapore). Courtesy of our host and friend, JJ Chan, my wife and I had a lovely evening dinner at the beautiful Serai House restaurant located inside the mansion.

I want to end this post with a thank you note to JJ and his colleagues, Phoebe Ng and Jael Ho, for being such good hosts while my wife and I were in Malaysia. All three of them, together with their colleague Fazlizza Azli, were so generous and so hospitable to us, and made such thoughtful and considerate arrangements for us throughout our visit. I would also like to thank my good friend JJ Chan for inviting me to Malaysia in the first place, and for allowing me to be a part of the excellent inaugural Financial Lines Forum. Most important of all, I am grateful to JJ and his colleagues for their friendship. I enjoyed the chance to visit with them, and I look forward to seeing them again soon.

The D&O Diary Podcast, Episode 8: Boris Feldman and the Future of Securities Litigation

Sarah Abrams — Mon, 12 Oct 2026 11:27:23 +0000

Episode 8 of The D&O Diary Podcast series is now live. In this latest episode, we are joined by Boris Feldman, Partner and Global Co-Head of Technology, Media & Telecommunications at Freshfields. Widely recognized as one of Silicon Valley’s leading securities defense lawyers, Boris has spent more than four decades representing technology companies, directors and officers, and venture-backed enterprises in shareholder litigation, giving him a unique perspective on the evolution of securities litigation and corporate liability risks.

In our conversation, Boris discusses how securities litigation has changed over the course of his career and reflects on the profound impact of the Private Securities Litigation Reform Act. He also offers insights into the distinctive culture and risk tolerance of Silicon Valley boards and management teams, explaining how that culture has influenced both corporate decision-making and litigation risk.

We also explored the next generation of securities litigation exposures. Boris shares his thoughts on the SEC’s current enforcement environment, the rapidly developing role of artificial intelligence, and the ways AI may shape future disclosure, governance, and securities lawsuits. He discusses not only AI as a source of corporate risk, but also how plaintiffs’ lawyers themselves may use AI as a litigation tool. The discussion also touches on emerging areas of litigation involving social media platforms, technology companies, and the infrastructure demands created by AI and data center growth.

As always, Boris brings a practical, candid, and often entertaining perspective to the conversation. His observations provide valuable context for understanding where securities litigation has been and where it may be headed next.

🎧 Listen now on:

Apple Podcasts: https://podcasts.apple.com/us/podcast/the-d-o-diary-podcast/id1896880954?i=1000794074822

Spotify: https://open.spotify.com/episode/31b6UJKCea23w7TZkj2lQX?si=4a9d41eee25749d3

YouTube: https://youtu.be/wLewk0by8qA

If you enjoy the podcast, please consider following the series and sharing it with colleagues. Thank you for the tremendous support thus far!

Toronto and NYC

Sarah Abrams — Thu, 08 Oct 2026 12:11:50 +0000

This past week, I was on assignment for The D&O Diary in Toronto and New York, where I participated in a PLUS panel, led an educational session for The Bridge, and delivered a guest lecture at Columbia University.

PLUS Canada

With fellow panelists Matthew Mann, Alison Penney, Dounia Khali, Philippe Côté, and Catherine Lanctôt

On October 1, I traveled to Toronto at the invitation of Nicole McAuley of Fasken Martineau DuMoulin LLP, to participate in the sold-out Canadian chapter of Professional Liability Underwriting Society (PLUS) event, “Inside Today’s D&O Market: Reinsurer Insights, Client Demands and Claims Trends.”

The panel was moderated by Philippe Côté, Senior Vice-President and National Practice Leader, Executive Risks, at BFL CANADA. Joining me on the panel were Dounia Khali, Senior Vice President, Financial Services Group, Aon; Catherine Lanctôt, Executive Vice President and National ProExec Leader, Lockton Canada; Alison Penney, Senior Vice President, Canadian Product Manager North American Financial Lines Chubb Insurance; and Matthew Mann, Senior Vice President, Gallagher Re.

Artificial intelligence was a central topic. We discussed the growing wave of AI-related securities litigation and how AI-related D&O exposure increasingly arises from governance, disclosure, and oversight issues rather than the technology itself. We also discussed how AI-related securities litigation is being closely monitored from a reinsurance perspective, though any meaningful impact on the reinsurance market would likely require a broader impact to multiple coverage verticals.

With Robbie Thompson, CEO of PLUS

Finally, we addressed several uniquely Canadian issues, including recent developments in Canadian securities litigation.

My thanks to Philippe, Dounia, Catherine, Alison, and Matthew for an engaging and thought-provoking discussion; to PLUS CEO Robbie Thompson for his support; and to the Canadian PLUS chapter organizers for bringing together such a knowledgeable group of industry professionals.

NYC

The Bridge Transcends

On October 6, I participated in a virtual educational session hosted by the Boston Chapter of The Bridge, an inclusive not-for-profit networking organization that supports the development of female talent in Financial Lines insurance and reinsurance.

The discussion focused on current securities litigation trends, several of the topics featured in The D&O Diary’s “What to Watch” discussions, including ways artificial intelligence continues to impact D&O liability and insurance. We also discussed my career journey, the role mentorship has played throughout my professional development.

My sincere thanks to Mary Coughlin, Managing Director and Head of Strategy & Execution, FINEX Commercial North America at WTW (Willis), and Eileen Purcell of Travelers for inviting me to speak. I am also grateful for their efforts in organizing the virtual event and in-person watch party and for serving as moderators of the discussion.

The Bridge Boston In-Person Watch Party Attendees with organizers Mary Coughlin and Eileen Purcell

Columbia University Guest Lecture

The next day, I guest lectured at Columbia University on the evolving NIL landscape and the management liability challenges facing universities and athletic departments in the post-House settlement environment. The presentation examined the growing centralization of NIL oversight within universities, along with the resulting governance, D&O, professional liability, and employment practices exposures, as well as recent legislative and regulatory developments.

Columbia University Library

As always, the discussion benefited from a highly engaged and knowledgeable group of students, many of whom have prior experience working in various segments of the sports industry.

I am grateful to Carla Varriale-Barker, Partner, and Courtney E. Dunn, Associate, both of Segal McCambridge Singer & Mahoney, for once again inviting me to speak to their Columbia University Sports Management and Law class.

With Courtney Dunn and the Columbia University Sports Management and Law Class

Datavault AI Hit with Market-Manipulation-Related Securities Suit

Sarah Abrams — Wed, 07 Oct 2026 12:56:36 +0000

The D&O Diary has been closely following the rise in securities class actions filed in 2026 stemming from alleged market manipulation. A recently filed securities class action lawsuit against Datavault AI Inc. arises from what plaintiffs characterize as a stock-promotion campaign built around artificial intelligence, blockchain technology, quantum computing, and data-monetization opportunities. Formerly known as WiSA Technologies, Inc., the company rebranded following its acquisition of intellectual-property assets from Data Vault Holdings Inc. and promoted a business model centered on data exchanges, high-performance computing, and technology licensing.

The September 25, 2026, complaint also builds upon allegations asserted in a securities suit filed against the company a month earlier by extending the class period, adding additional corrective disclosures, and incorporating allegations concerning liquidity, financing activities, and going-concern issues. As discussed below, the Datavault AI lawsuit underscores how D&O exposure can emerge when optimistic statements about growth prospects and financing opportunities are later followed by disclosures concerning liquidity challenges and financial performance.

A copy of the September 2026 complaint against Datavault AI can be found here. The August 5, 2026, securities suit filed against the company can be found here.

The Lawsuit

On September 25, 2026, shareholders filed a securities class action lawsuit in the Eastern District of Pennsylvania against Datavault AI and certain of its executives on behalf of investors who purchased the company’s securities between September 4, 2024, and August 18, 2026. The complaint alleges that the company used a series of promotional announcements concerning emerging technologies, business partnerships, and financing initiatives to create an inflated picture of its business prospects.

According to the complaint, the first significant corrective disclosure occurred on October 31, 2025, when Wolfpack Research published a report characterizing Datavault AI as a “stock promotion” built on misleading press releases and unsupported claims regarding AI, quantum computing, Web 3.0 technology, and data monetization. The report challenged the significance of several of the company’s highly publicized partnership announcements and questioned whether the underlying business opportunities were as substantial as portrayed. According to the complaint, Datavault AI’s share price fell approximately 19.4% following the report’s publication.

On August 5, 2026, investors filed the initial securities class action lawsuit against Datavault AI based largely on the allegations raised in the October 2025 Wolfpack Research report. The complaint also alleged that company insiders sold more than 38 million shares during the class period for proceeds exceeding $73.8 million, including approximately $73.8 million in sales by the company’s CEO.

The September 2026 complaint against the company builds upon those earlier allegations and significantly broadens the scope of the case. In addition to the Wolfpack-related allegations, plaintiffs contend that Datavault AI misled investors about the value of its partnerships and financing arrangements, particularly announced funding commitments from Scilex Holding Company. According to the complaint, the company touted substantial non-dilutive financing and a “$200M+ infusion of cash without equity dilution,” only to later conduct a heavily discounted stock offering and continue raising capital through equity issuances.

The complaint further alleges that Datavault AI repeatedly portrayed its liquidity position favorably before later disclosing that substantial doubt existed regarding its ability to continue as a going concern. Plaintiffs point to a series of stock-price declines in May and August 2026 associated with financing disclosures, funding-related announcements, and ultimately the company’s August 19, 2026, earnings release, in which it reported a significant quarterly loss and disclosed ongoing going-concern issues.

Discussion

It is important to acknowledge that the Datavault AI complaints repeatedly characterize the company’s public disclosures as a campaign designed to generate investor enthusiasm through announcements involving artificial intelligence, blockchain technology, and quantum computing. However, the plaintiffs’ theory is not that the company’s AI-related technology failed. Rather, they allege that these themes were used to promote an overly optimistic picture of the company’s prospects that later unraveled through disclosures concerning its financing, liquidity, and financial condition.

D&O Diary readers may recall the securities suit filed against Richtech Robotics, which alleged that the company used announcements concerning an AI-related collaboration with Microsoft to “pump” its share price shortly before an at-the-market financing transaction. The Richtech complaint focused less on whether the company’s AI technology actually worked and more on whether promotional statements created an inflated picture of the company’s prospects and valuation. Similar themes appear in the Datavault AI complaints, where plaintiffs allege that highly publicized announcements concerning strategic relationships, financing opportunities, and emerging technologies helped create investor enthusiasm that was later undermined by subsequent disclosures.

The complaints’ emphasis on the Wolfpack Research report is also significant. As has been the case in a number of stock-promotion-related securities suits, a short-seller report provided both the alleged corrective disclosure and the roadmap for the litigation that followed. The case also represents the latest addition to a growing wave of market-manipulation- and stock-promotion-related securities litigation that the D&O Diary has been tracking, bringing the number of such lawsuits filed in 2026 to 16. Indeed, many of the allegations in the complaint trace directly back to Wolfpack’s contention that the company’s public statements promoted an investment thesis that was not supported by the underlying facts.

The AI component of the lawsuit appears largely incidental. To be sure, AI-related risks remain top of mind for investors, regulators, securities litigators, and D&O underwriters alike, and Datavault AI repeatedly promoted its AI-related initiatives. However, the alleged fraud does not depend on whether the company’s AI technology functioned as represented. Instead, the complaint focuses on more traditional issues involving partnership disclosures, commercialization claims, financing activities, liquidity, and financial condition. Nevertheless, because AI featured so prominently in the company’s public messaging, the case arguably belongs on the growing list of AI-related securities suits, becoming the 25th such lawsuit filed in 2026. In that sense, the matter is perhaps best viewed as AI-adjacent, with the allegations centered on conventional disclosure and business-performance issues rather than the underlying technology itself.

For D&O underwriters, the case serves as a reminder that securities exposure can arise when a company’s valuation becomes heavily dependent on promotional claims about future growth. The Datavault AI complaint alleges that investor enthusiasm was fueled by public statements concerning emerging technologies, strategic opportunities, and future prospects that ultimately proved difficult to sustain. As AI continues to attract investor and securities plaintiffs’ attention, the case underscores the risk that can arise when AI-related messaging and other technology buzzwords contribute to market expectations that are not matched by commercial execution. More broadly, the lawsuit illustrates how plaintiffs may seek to connect promotional statements, financing activities, and later operational or liquidity challenges into a narrative of stock-price inflation and investor harm.

Del. Chancery Court M&A Lawsuit Settlement Values Decreased in 2025

Kevin LaCroix — Tue, 06 Oct 2026 15:15:55 +0000

The overall number of Delaware Chancery Court M&A lawsuit settlements increased in 2025, but aggregate, average, and median settlement values decreased during the year, according to a new report from Cornerstone Research. The report, which is entitled “M&A Litigation Settlements in the Delaware Court of Chancery: 2012-2025 Review & Analysis,” attributes the 2025 declines in settlement values to the number of SPAC merger-related lawsuit settlements during the year. Cornerstone Research’s September 23, 2026, press release about the report can be found here. The report itself can be found here.

The report is based on an analysis of a dataset of 143 Delaware Chancery Court M&A lawsuit settlements during the period 2012 through 2025. This dataset includes 25 settlements during 2025, the highest annual number of settlements during the analysis period.

While the number of settlements increased during 2025, the settlement values decreased. The aggregate annual settlement amount decreased in 2025, from a peak of $734.8 million in 2023 to $326.6 million in 2025. The 2025 aggregate settlement amount also represented a decline from the 2024 aggregate settlement amount of $635 million.

The average settlement amount in 2025 was $13.1 million, compared to a 2012-2024 annual average settlement amount of $39.9 million. The median settlement amount in 2025 was $10 million, compared to a 2012-2024 median settlement amount of $23.3 million. The 2025 median settlement amount of $10 million and the median settlement amount as a percentage of transaction value (0.5%) were the lowest in the period 2020-2025.

A significant factor in the decline of settlement values during 2025 is the number of settlements during the year involving Special Purpose Acquisition Companies (SPACs). The majority of the 2025 settlements (17 out of 25) involved SPAC mergers, which collectively represented 53% of the aggregate total settlement value during the year.

The average and median settlement amounts in 2025 were the lowest during the analysis period, in part driven by relatively low settlement amounts in SPAC-related litigation. The average and median 2025 settlements in SPAC-related lawsuits were $10.1 million and $8.8 million, respectively, while for the non-SPAC related lawsuit settlements in 2025, the average and median settlement amounts were $19.4 million and $14.6 million, respectively.

The number of SPAC-related lawsuit settlements is also one of the reasons that the aggregate settlement amounts declined in 2025. The average Claimed Damages in the Chancery Court settlements in 2025 was $61.2 million, substantially lower than the average Claims Damages amount of $514.6 million in 2024. This substantial decline in average Claimed Damages is in part driven by the settlements of SPAC-related litigation. In 2025, 15 of the 21 settlements with available Claimed Damages information were related to SPAC transactions, which had an average Claimed Damages amount of $48.5 million, compared to the average Claimed Damages in lawsuits involving non-SPAC transactions of $92.9 million.

The report’s analysis of the Claimed Damages is significant from a statistical standpoint, as the analysis shows that there is a “positive and statistically significant correlation” between Claimed Damages and settlement amounts. At the same time, however, cases with higher Claimed Damages generally settle for a smaller percentage of Claimed Damages.

Average and median plaintiffs’ counsel fees in 2025 were the lowest in the analysis period. Average and median plaintiffs’ counsel fees in 2025 were $2.8 million and $1.9 million, respectively, compared to the 2012-2024 average and median fees of $9.9 million and $4.7 million, respectively. The decline in settlement amounts is one factor in the decline. In plaintiffs’ counsel fees in 2025. Another factor is the decline in the percentage of the settlement amount plaintiffs’ counsel received in fees. In half of the 2025 settlements for which counsel fee information is available, plaintiffs’ counsel fees were below 20% of the settlement amount, whereas in the 2020-2024 period only 29% of the settlements involved plaintiffs’ counsel fees below 20%.

SPAC settlements tend to have lower plaintiffs’ counsel fees as a percentage of the settlement amount. In 2025, in 10 out of the 16 SPAC settlements (63% of SPAC settlements) with a known counsel fee amount, plaintiffs’ counsel fees were below 20% of the settlement amount, whereas during 2025 only 25% of non-SPAC settlements involved plaintiffs’ counsel fees below 20%.

New Market Manipulation-Related Securities Suit Filed Against Ryde Group

Sarah Abrams — Mon, 05 Oct 2026 14:14:09 +0000

As we have detailed in prior posts (most recently here), one of the key securities class action litigation filing trends this year has been the emergence of a host of securities suits alleging various types of market manipulation, including, in particular pump-and-dump schemes. In the latest example of this trend, on September 10, 2026, a plaintiff shareholder filed a securities lawsuit against the Singapore-based Ryde Group (RYDE) in a complaint alleging that the defendants engaged in a pump and dump scheme. This new lawsuit is the 15^th market manipulation complaint to be filed so far this year.

The RYDE lawsuit is noteworthy because it stems from an alleged pump-and-dump scheme that occurred nearly two years ago, highlighting the potential litigation tail associated with these events. The allegations also closely resemble those in other recent market-manipulation suits, including the complaint filed against Ostin Technology Group Co., Ltd. (OST), involving a low-float issuer whose stock allegedly was inflated through coordinated promotional activity before collapsing.

As discussed below, the Ryde lawsuit highlights several considerations for D&O insurers and underwriters as market-manipulation litigation continues to evolve.

A copy of the complaint can be found here.

The Lawsuit

On September 10, 2026, the securities class action complaint was filed in the United States District Court for the Southern District of New York against RYDE and several related defendants, including current and former executives as well as certain third parties associated with the company’s public offering.

The complaint alleges that following its March 2024 IPO at $4.00 per share, RYDE’s stock price climbed to as high as $22.49 despite the absence of corresponding business developments that would justify the increase. According to the complaint, the stock-price surge resulted from a coordinated promotional campaign conducted through social media and online messaging platforms, where individuals allegedly posing as investment professionals encouraged retail investors to purchase RYDE shares.

According to the complaint, the alleged scheme unraveled on September 11, 2024, when the company’s share price fell approximately 75% in a single trading day. The plaintiffs contend that investors suffered losses when the market discovered that the stock’s dramatic appreciation had been driven by promotional activity rather than the company’s underlying business performance.

The complaint further alleges that RYDE shared characteristics with several other foreign microcap issuers that have been the subject of similar market-manipulation allegations, including Ostin Technology Group Co., Ltd. (OST), Jayud Global Logistics Limited (JYD), and China Liberal Education Holdings Ltd. (CLEU). According to the plaintiffs, these companies featured relatively small public floats, concentrated insider ownership, offshore organizational structures, and thin trading volumes, making their securities particularly susceptible to manipulation.

Discussion

The allegations in the RYDE securities class action are consistent with a broader market-manipulation trend that The D&O Diary has tracked throughout 2026 involving foreign-domiciled, low-float microcap issuers listed on U.S. exchanges. Many of these cases involve companies that experience extraordinary stock-price increases seemingly disconnected from underlying business fundamentals, followed by rapid and severe price collapses. As the number of these lawsuits has increased over the past year, the trend has drawn growing attention from plaintiffs’ attorneys and regulators.

The RYDE complaint also bears a particularly close resemblance to the litigation involving OST expressly references OST, as well as other issuers that allegedly exhibited similar trading patterns and ownership structures. Like OST, Ryde is alleged to have experienced a dramatic stock-price increase followed by a sharp collapse, with plaintiffs attributing the trading activity to coordinated promotional efforts rather than company performance. Indeed, the complaint’s extensive reliance on parallels to OST and other issuers highlights a growing trend in which plaintiffs’ firms are not merely pursuing individual securities claims but effectively policing perceived market abuses in a manner that increasingly resembles regulatory enforcement.

In addition, the Ryde action illustrates the potentially long-tail nature of these claims. The stock-price collapse at the center of the complaint occurred in September 2024, yet the lawsuit was not filed until September 2026. This delayed-filing pattern has become an increasingly common feature of these cases, with plaintiffs apparently refraining from filing immediately after a stock-price drop or trading halt and instead waiting for subsequent developments that may provide support for allegations of a coordinated market-manipulation scheme. For D&O underwriters, these cases demonstrate that alleged market-manipulation events can create litigation exposure long after the underlying trading activity has ceased.

Furthermore, the complaint takes an expansive approach to the defendants it seeks to hold liable. In addition to RYDE’s issuer and its executives, the lawsuit seeks to impose liability on several parties involved in the company’s IPO and public-company operations. The inclusion of these additional defendants broadens the range of insurers potentially implicated by the litigation, extending the potential exposure beyond the company’s D&O program. Whether these liability theories ultimately succeed remains to be seen, but the expanded party roster may increase D&O underwriting exposure.

Finally, the RYDE securities case arrives at a time when concerns surrounding small-cap and microcap issuers appear to be receiving greater attention. Reportedly, there has been a significant increase in direct listings and other pathways to the public markets for smaller companies in 2026. This could create a larger population of issuers that may share some of the characteristics frequently cited in these market-manipulation lawsuits, including foreign domicile, concentrated ownership, and limited public floats. Against that backdrop, D&O underwriters may want to pay particular attention to these and other issuer attributes that have repeatedly appeared in the complaints.

From a D&O perspective, the Ryde lawsuit underscores that foreign-domiciled, low-float issuers listed on U.S. exchanges continue to present a significant source of securities litigation risk. As plaintiffs’ lawyers continue to develop and refine their theories in these cases, D&O insurers and underwriters will be watching closely to assess the implications for underwriting, claims activity, and future litigation risk.

Singapore

Kevin LaCroix — Mon, 05 Oct 2026 03:08:32 +0000

Singapore

This past week, I was on assignment for The D&O Diary in Singapore, the prosperous and verdant city-state in equatorial Southeast Asia. With its clean and orderly streets and its lush parks, as well as its fabulous food scene, Singapore is one of my favorite places to visit, and this return trip reconfirmed my appreciation for the place.

The primary purpose of my visit to Singapore was to serve as a keynote speaker and panelist at the annual educational meeting of the Professional Liability Underwriting Society’s (PLUS) Singapore Chapter. This event is always well-organized and well-attended, and it is always such a pleasure to be able to participate. One thing I particularly like about this event is that it always attracts an audience of enthusiastic and friendly young professionals from the Singapore insurance community. My thanks to the event co-chairs Jessica Shappell and Andrew Robinson for organizing my participation; the Chapter Steering committee for inviting me back again for this event; and to the Singapore professional liablity insurance community for being so welcoming.

I always say that if I am having fun during a presentation, then it must be going well. I had a lot of fun during this presentation — which was entitled “Hot Topics in D&O” — so I hope that means it went reasonably well.

This year’s event was once again well-attended, and the audience was lively and engaged.

I also enjoyed being a part of the spirited, interesting panel that followed my keynote, on the topic of undewriting AI-related D&O risk. From left to right: David Ho of Everest, who moderated the panel; Rob Storer of Mosaic Insurance; and Pippa Austin of the Wooten Kearney law firm.

A not particularly well executed selfie, which I took with Eric Teoh of Allianz, who was one of the event’s co-moderators, and Josephine Tam, also of Allianz, who spoke on one of the panels.

I was pleased to be approached for a picture with this group of young attorneys from the Kennedys law firm’s Singapore office. From left to right: Cameron Laing; Jeffy Ho; Cherry Lee; Trevor Ho; and Joanie Ko.

Always great to have a chance to meet young members of Singapore’s professional liabilty insurance community. I enjoyed having the chance to meet and talk to Jasmine Mah of Chubb.

I also always enjoy seeing old friends as well, and so it was great to have a chance to catch up with Priya Gobal of the Clyde & Co law firm’s Singapore office.

With another friend of many years’ standing, Jenny Wilhelm, of Allianz, in Singapore.

I also enjoyed the chance to meet Jamie Sparks of AON, one of many people I met for the first time on this visit.

With the Chapter Steering Committee. I congratulate the committee members for yet another very successful Singapore Chapter event.

In addition to attending the PLUS Chapter event, one absolutely indispensible thing I also did while in Singapore was to meet for lunch with this group of friends. These individuals are the ones responsible for bringing PLUS to Singapore in the first place, way back in the beginning. To my left, Shasi Nair of Berkely Insurance Asia; Dan Jenney of PLUS; Ronak Shah, now of MSIG Asia; Arati Varma, of QBE; and Aruno Rajaratnam. Aruno is often referred to as the “godmother” of financial lines insurance in Singapore. (Some readers may recall that in 2014 Aruno received the PLUS1 award.) It was pleasure seeing these friends again.

I have to say, it was an absolute pleasure just to be back in Singapore again. I have heard Singapore described as a city in a garden, which is accurate but incomplete. It is also a model of cleanliness, order and efficiency, as well as of multi-culturalism.

Over 6 million people live in Singapore, and one of the strongest impressions for first time visitors is the sheer density of its residential areas. But what makes the city so interesting — perhaps uniquely so — is that the city also incorporates extensive areas of trees, gardens, and open spaces, so that despite the city’s dense population, it never seems ovewhelming

We were fortunate that the hotel where we stayed was a short walking distance from the Singapore Botanic Gardens, a UNESCO World Heritage Site that spreads across over 200 acres and which offers such a delightful contrast to the city’s steel-and-glass skyline. The phrase “urban oasis” may be a cliché, but in this case it seems entirely apt. The contrast between the natural beauty of the gardens and the surrounding skyscrapers sums up one of Singapore’s defining characteristics: the seamless integration of urban development and nature.

It can be pretty hot and steamy walking around in the Botanic Gardens in the city’s equatorial atmosphere, but talking a stroll in the Gardens definitely has its rewards. We were fortunate to spot this monitor lizard in the underbrush in a preserved section of rain forest.

The gardens are so wonderful. I took hundreds of pictures, it is hard to select just a few to display here.

One other interesting feature of Singapore, in addition to its natural beauty, is its various neighborhoods. Here’s a picture of the city’s Little India neighborhood, a dense and decorative community of shops, restaurants, and temples.

Another particularly interesting thing we did while in Singapore was to hike the Southern Ridges urban walkway, a 6.2 mile trail that connects three parks: Mount Faber Park; Telok Blangah Hill Park; and Kent Ridge Park. Along the trail are various named sections, such as the Canopy Walkway depicted in this picture. There are also several elevated view points along the way, including the view from Mount Faber depicted at the top of the post, which shows a new modernist building assembly known at Reflections at Keppel Bay.(I thought that an appropriate caption for the picture might be “Surrender Dorothy.”)

As great as it was experiencing Singapore’s natural beauty, the high point of our visit was our exploration of the city’s famous Hawker food centers. The various centers incorporate dozens of food stalls ranging across a wide variety of food heritages, styles, and tastes. The open-air centers include rows of communal tables, at which the city’s diverse population gathers for delicious and surprisingly reasonably priced meals. We were fortunate to be able to enjoy several of the city’s best known Hawker centers on this visit.

The Hawker center we enjoyed the most is also the city’s oldest. The Lau Pa Sat Hawker Center has been at its present location since the late 19th century. As this picture shows, the center is right in the middle of Singapore’s impressive financial center.

The Lau Pa Sat market is housed in an elegant octagonal-shaped Victorian-era cast-iron structure.

Like all of the Hawker food markets, the Lau Pa Sat market features a wide variety of ethnic food choices. On this visit, we chose Korean food, which was absolutely fantastic (and SPICY). I am enjoying Chicken Kimchi Ramyun, while my wife was enjoying Teppan Omu Chicken Bulgogi (on the plate in the foreground). The Lau Pa Sat market is a little bit more upscale than some of the other markets we visited, but still very reasonably priced. The food was excellent.

In addition to the Lau Pa Sat market, we also visited some other Hawker food courts. One market we visited for the first time on this trip is the Newton Hawker food center. The Newton center actually appeared in the movie “Crazy Rich Asians.” (Nick and Rachel visit the center with friends soon after their arrival in Singapore.)

We were fortunate to visit the Newton center after a late afternoon rain shower, so it was a little bit cooler and there was a nice breeze. The outdoor seating area is extraordinarily pleasant.

We began our meal at the Newton food center with a shared plate of steamed sea spinach (quite tasty, actually) and then we soon followed with many skewers of chicken satay. An enjoyable meal in a pleasant outdoor setting.

We also made a return visit on this trip to the Maxwell Hawker food center, one of the city’s most popular food centers, located right next to Chinatown.

The Maxwell Center is famous for its Hainanese Chicken Rice, including one stall where people stand in line for the dish. At first we thought it was a little bland, until we remembered to add the chili sauce that came with the meal. Quite tasty with the sauce.

Here a few pointers for anyone planning on visiting the Hawker food centers in Singapore. For whatever reason, the various food stalls do not offer napkins, which is a challenge because the saucy dishes can be kind of messy. We did see strolling vendors offering to sell little kleenex packets, but we found that you can’t count on seeing the vendors. So you really do have to bring your own napkins.

One other thing has to do with the beer on offer. First of all, you need to know that all of the beverages are sold in shops separate from the food shops. Second of all, there is a strong temptation to get the local Tiger beer in one of the supersized bottles (two-thirds of a liter), as depicted for example in the picture above in the Maxwell food center. While the large bottles may seem like a good idea, the fact is that given the air temperature, the beer in the bottom half of the bottle is going to be warm by the time you get there. Better to order a smaller beer, and then go back for an ice-cold second one, should you want that much beer.

We need to talk about the Singapore subway system. I think there is a case to be made that Singapore’s subway system is the best in the world. Sure, there are larger systems, or more famous systems, and there certainly are older systems. What makes the Singapore system so special is its combination of cleanliness, efficiency, orderliness, ease of use, and cultural inclusiveness. The stations and trains are spotlessly clean. The platforms and stations are orderly and calm, even during high traffic periods. The system is very intelligently designed, so it is astonishingly easy to navigate. The system also represents a very praiseworthy expression of the city’s multicultural identity. Throughout the system, announcements and key signage are presented in four languages: English, Mandarin Chinese, Malay, and Tamil. The atmosphere on the trains and in the stations quietly reinforces the idea that Singapore’s different communities share the same civic space. In my humble opinion, Singapore’s subway system represents the very best of a really great place.

As by now must be clear, I am a big fan of Singapore. I was happy to be back again, and I hated to leave. More than once, I have said that if I were 30 years old, rather than my current age, I would seriously consider moving to Singapore. Instead, however, it was soon time for us to move on to other destinations. I hope to be able to go back again some time soon.