October 14, 2022
Three sections of D&O cover.
In simple terms, Directors' and Officers' cover is broken down into 3 sections which are broken down as A, B and C.
Cover for claims brought against directors for their own individual assets. This cover will become operative against a business where it is clear one individual director is to blame and the indemnification goes against them personally. An example could be this director makes a decision on behalf of the business which either he or she didn't consult other directors about or made a decision which completely goes against the companies own ethical policy. This side of cover usually and most of the time always carries a Nil excess.
Cover for claims brought against a director or more than one where the business accepts
liability and takes the agreement for the company to be indemnified. This would therefore
be an event where the business either agreed to accept this director made an individual
mistake or as a business they agreed and admitted liability with the director who the
claim was brought against.
This side of cover is known as 'Securities cover' or in the market 'Shareholders Litigation
cover'. This cover is only needed for an organisation who are Publicly Listed or on the Stock
Exchange. An example of a claim would be, if a company purchased their main competitor investors shares value would increase based on the internal calculations made to their accounts. If it was shown the directors actually reported the acquisition numbers incorrectly
and they reported too high which led to the share price dropping as the acquisition number
dropped, any new or current shareholders who felt they made a loss based on the directors
errors or were wrongly informed - in theory they could bring a claim against the company for this.
Two cover extensions .
Hopefully the above explanation helps to give you a core idea of what the 3 Sides of D&O cover but... in addition to
this, I am sure some of us have heard of two cover extensions called Employment Practice Liability and Corporate
Legal Liability, so how do these covers become operative/triggered?
Employment Practice Liability.
This cover is commonly referred to as cover for directors for claims
brought to them by their employees which can head down the
employment tribunal route - Wrongful dismissal, HR complaints,
Sexual Harassment, discrimination etc. This cover is usually quite a
struggle to source in the market but something I found out a couple
of weeks ago, is some EPL claims can actually full under Side A
cover, so it is certainly worth asking your insurers or reviewing
wordings. Some EPL extensions in wordings extend to cover the
Entity which isn't covered under Side B but if it isn't specifically
excluded under Side A cover, EPL claims brought against an
individual can sometimes be covered.
Corporate Legal Liability.
Corporate Legal Liability protects a company from claims made for wrongful acts. This could be anything from a breach of contract to copyright infringement or other intellectual property, a good example of this could be in todays current climate if an energy company or utility company where found to be taking advantage of individuals on energy bills and actually the cost of living was increased for people in everyday life just because firms were massively increasing profit margins and customers were found to be treated unfairly.
Why choose Servca as your D&O Insurance provider?
At Servca, we make sure that the Company Directors' and Officers' Insurance protects these individuals and your business by providing financial coverage for the defence, investigation, awards, damages, and settlements pertaining to the claim. When providing a D&O policy, we carefully analyse your unique situation and offer you the type of coverage (sides A,B,C) that suits you best.