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Directors and Officers Liability:

Individuals who serve as directors or officers of organizations, whether for profit or not-for-profit, have a fiduciary responsibility to manage the affairs of the organization.  If the absence or alleged absence of such care causes a financial loss for the organization, its shareholders or even its creditors, customers or competitors, the directors and officers can be held personally responsible.  D&O insurance can provide coverage for the company, its directors, its managers and officers as well as its employees for suits alleging that they were not prudent in their decision making.  Often of equal importance, D&O policies typically provide defense cost coverage when these allegations are made.  Defense costs alone can be reason enough to purchase a D&O policy.

Almost any day-to-day decision or action by anyone in the organization can trigger a lawsuit. The most frequent causes of action leading to D&O suits are:

  • Misrepresentations in Financial Reporting.
     
  • Conflict of Interest.
     
  • Loss of Income or Bankruptcy.
     
  • Dishonesty or Fraud.
     
  • Acquisitions or response to an Acquisitive offer.
Many D&O policies today (especially for non-profits) also include employment practices liability coverage.  This should be discussed with your agent.

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