D&O Insurance
D&O insurance (directors and officers liability) protects board members and senior executives against personal financial loss from alleged breaches of duty in their corporate roles.
Comparison profile
- Trigger
- Claims-made
- Insured interest
- Personal financial exposure of directors, officers and senior executives for alleged breach of duty in their corporate role, plus the company's own indemnification and securities-claim exposure.
- Rating basis
- Balance sheet size and turnover, Industry sector and geographic exposure, including US listing, Corporate structure and M&A activity, Claims history
- Typical limits
- A single aggregate limit per policy period, frequently layered across a primary policy and excess towers; multinational and listed companies commonly carry limits from a few million up to several hundred million CHF/EUR.
- Typical deductibles
- Retentions generally apply only to Side B/C claims paid by the company; Side A cover protecting individuals is usually retention-free.
- Target segments
- SME, Listed companies, Multinational, Non-profit organisations and foundations
Insured events
- Breach of the duty of care / business judgment rule
- Insolvency-related wrongful trading and creditor claims
- Claims arising from M&A transactions and disclosure failures
- Shareholder and securities claims (Side C)
- Regulatory investigations and proceedings
- ESG- and cyber-governance-related litigation
Key exclusions
- Deliberate dishonest, fraudulent or criminal acts
- Fines and penalties that are uninsurable by law
- Prior known circumstances and pending litigation
- Bodily injury and property damage (covered under other lines)
- Insured-vs-insured claims, subject to carve-backs
Coverage structure
Side A protects the individuals directly where the company may not or cannot indemnify; Side B reimburses the company for its indemnification payments; Side C covers securities claims against the company itself. The core benefit is defence costs – they arise even for unfounded allegations.
Typical claim scenarios
Liability claims in the vicinity of insolvency, claims from M&A transactions, intra-board disputes, regulatory proceedings and, increasingly, litigation related to ESG statements and cyber governance.
Design considerations
Key points are the claims-made principle with extended reporting periods, continuity when changing insurers, severability clauses, and adequate limits relative to balance sheet size, stock exchange listing and US exposure.
Comparison and delineation
D&O and Organhaftpflichtversicherung denote the same product under two labels used in different markets and language regions; buyers should not purchase both, but should confirm which naming convention their programme uses. D&O is regularly complemented by employment practices liability insurance (EPLI), which closes the specific gap left by most D&O and general liability wordings for claims by employees over discriminatory or otherwise unlawful employment practices – a risk that is distinct from breach-of-duty claims against the individuals covered under Side A/B/C.