Cybersecurity Oversight Liability

16 Pages Posted: 6 Jun 2019 Last revised: 9 Jun 2019

See all articles by Benjamin Edwards

Benjamin Edwards

University of Nevada, William S. Boyd School of Law

Date Written: May 19, 2019


A changing cybersecurity environment now poses a significant corporate-governance challenge. Although some cybersecurity data breaches may be inevitable, courts now increasingly consider when a corporation’s officers and directors may be held liable on theories that they acted in bad faith and failed to adequately oversee the corporation’s affairs. This short essay reviews recent derivative decisions and encourages corporate boards to recognize that in an environment filled with increasing threats, a reasonable response will require devoting real resources and attention to cybersecurity issues.

Keywords: oversight liability, corporate governance, cybersecurity, data breach

Suggested Citation

Edwards, Benjamin, Cybersecurity Oversight Liability (May 19, 2019). Georgia State University Law Review, Vol. 35, No. 663, 2019. Available at SSRN:

Benjamin Edwards (Contact Author)

University of Nevada, William S. Boyd School of Law ( email )

4505 South Maryland Parkway
Box 451003
Las Vegas, NV 89154
United States

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