DIRECTORS' AND OFFICERS' LIABILITY INSURANCE

what is DIRECTORS' AND OFFICERS' LIABILITY INSURANCE (D&O)?

Being a Director or Officer of a company brings with it personal responsibilities, to employees, investors, regulators and other third parties. It also exposes individuals holding the position of Director and key Managers (Officers) to personal liability for the actions or omissions made in the performance of company duties and board room decisions. This means that you can personally be the subject of claims which could lead to the payment of fines, compensation or even imprisonment.

Directors’ and Officers’ Liability Insurance (also known as D&O Insurance or Management Liability Insurance) provides vital personal protection for Directors and Officers for alleged or actual wrongful acts. Cover typically includes the legal costs incurred in defending an allegation or claim, compensation payments and regulatory fines and penalties.

HOW ULP CAN ASSIST

ULP’s Directors each have over 30 years’ experience and expertise in this field. We will assist in tailoring cover to meet your specific requirements, thereby ensuring that both the scope of protection and premiums are optimal for your business.

As an independent broker, we are not tied to any one Insurer and we use our expertise and relationships to your advantage.

INSURANCE KNOW-HOW

With in excess of 75 years’ experience in the world of insurance, our principals have a wealth of knowledge and experience and are well respected in their relevant fields of expertise.

One of our key strengths is the ability to understand your business and your requirements and to tailor an insurance programme to specifically meet your needs.

FReQUENTLY ASKED QUESTIONS

We have compiled a list of frequently asked questions and answers. But if your question is not listed, do call or email us.

Typical claims could include:

  • Claims by investors and/or shareholders for loss of investment
  • Actions brought by liquidators, where they suspect wrongful trading and/or incorrect payments to creditors
  • Actions brought by HMRC where insolvent trading or misappropriation of tax payments is suspected
  • Defamation
  • Police and SFO investigations where fraud is suspected
  • Health & Safety investigations
  • Other regulatory investigations
  • Claims from employees for wrongful dismissal, harassment, discrimination etc. (appropriate Employment Practice Liability would need to be included)

Importantly, the Policy will cover the expensive legal cost of defending an allegation relating to a Wrongful Act, no matter how spurious any allegation may be.

Employment Practice Liability (EPL) includes claims from employees for wrongful dismissal, harassment, discrimination etc. EPL claims are becoming more common place and can be lengthy and costly to defend.  Cover for EPL can usually be included within a D&O policy. ULP can assist you by seeking alternative levels of cover and provide cost analysis for your consideration.

Whilst the legal definition of a Director is reasonably clear, the legal definition of an Officer is vague and therefore claims or proceedings could be issued against people in most managerial or supervisory positions. Problems can often inadvertently be caused by individuals at many levels within the company. ULP can source quotations that include cover for all such individuals.

No. It is important to pay attention to the scope of cover on offer to ensure that it is the most suitable for your business and requirements. For example, there are more specific policies available to certain professions such as Solicitor firms, where specific roles (COLP, COFA etc.) are defined within the policy wording.

ULP will assist you to find suitable and cost effective solutions for your individual circumstances.

All current, past and future Directors and Officers of the Company are automatically covered under most Policy wordings.

Cover also usually extends to indemnify the spouse, dependents and estate, in the event of the death of any current or previous Director or Officer.

Over 50% of current D&O Claims emanate from regulatory issues and Investigations and this is a trend that is unlikely to change. 

The issues concerning cyber liabilities and cyber theft may be more effectively dealt with under separate and specific covers, but there is a risk that an allegation could be made that a Director or Officer has committed a Wrongful Act by not paying sufficient attention to cyber security. There are a wide range of scenarios in which a Director or Officer could receive an allegation of a Wrongful Act, such as a fund transfer fraud or where a vulnerable network is comprised, leading to significant business interruption, property damage or loss of intellectual property. Directors’ cyber exposures are likely to grow further with increasing reliance on technology.