Directors & Officers Insurance
Protect company leadership from personal liability arising from management decisions and regulatory investigations.
What is Directors & Officers Insurance?
Protect business leaders from personal liability. With increased corporate governance requirements, directors and officers face greater risks of claims from multiple sources.
60
Class action filings in Australia in 2023 (43% increase)
25%+
Private companies experienced D&O loss in past 3 years
$1.85M
Maximum fine for companies for cyber breach violations
D&O insurance protects business leaders from personal liability arising from decisions made in their official capacity. With increased corporate governance and regulatory requirements in Australia, directors and officers are exposed to greater risks of claims by shareholders, employees, investors, regulators, and third parties.
This insurance extends protection to past, present, and future directors, officers, shadow directors, secretaries, managerial employees, and in certain cases, the estates and heirs of insured individuals.
Three Sides of D&O Coverage
Side A Coverage
Personal Protection for Directors
Direct cover for directors where there is no other indemnification available, such as under a Deed of Indemnity. Provides protection for liabilities and legal costs of defending claims made by the company or third parties for wrongful acts.
Most critical coverage for personal asset protection when company indemnification is unavailable.
Side B Coverage
Company Reimbursement
Provides balance sheet protection where the company has indemnified its directors or officers. Reimburses the company for costs it incurs in defending and settling claims against its leadership.
Protects company assets by reimbursing indemnification payments made to directors.
Side C Coverage
Entity Coverage
Covers the company itself for securities claims brought by shareholders. This coverage is difficult to obtain with very few underwriters offering it, typically at expensive premiums with high deductibles.
Specialized coverage for shareholder securities claims against the corporate entity.
What D&O Insurance Covers
Covered Expenses
- Defence costs and legal representation
- Damages, judgements, and settlements
- Regulatory investigation costs
- Bail bond costs
- Crisis management and PR expenses
- Prosecution costs
- Deprivation of asset costs
Common Claims
- Breach of fiduciary duty
- Wrongful employment decisions
- Shareholder disputes
- Regulatory investigations
- Misuse of company funds
- Incorrect financial reporting
- Employment practices violations
Policy Exclusions
D&O insurance does not cover:
Prior Knowledge Claims
Acts, omissions, or disputes occurring prior to the policy period which the director knew or ought reasonably to know was likely to give rise to a claim
Intentional Wrongdoing
Deliberate acts of fraud, dishonesty, or other criminal activity
Personal Profit
Gains or profits to which the director was not legally entitled
Intentional Non-Compliance
Knowingly violating laws or regulations
Common Policy Extensions
Outside Entity Directorships
Extension to cover directorships in outside entities, subsidiaries, and joint ventures
Run-Off Cover
Provides coverage for claims arising from actions during a director's period of office, even after they leave
Prospectus Liability
Coverage for claims related to company prospectuses and financial disclosures
Industry-Specific Extensions
Specialized extensions such as pollution cover for mining companies and other sector-specific needs
Our Underwriting Partners
We work with specialized D&O underwriters who understand the Australian regulatory environment:
DUAL Australia
Specialist financial lines underwriter with comprehensive D&O solutions
Chubb Insurance
Market leader in directors and officers liability insurance with global expertise
Marsh Australia
Executive risk specialists providing tailored D&O coverage solutions
Aon Insurance
Comprehensive directors and officers liability programs for all business sizes
Allianz Commercial
D&O insurance with strong regulatory investigation coverage
Willis Towers Watson
Directors and officers liability insurance with extensive Australian experience
Policy Structure
Claims-Made Basis
D&O insurance operates on a claims-made basis, meaning it provides coverage for claims made during the policy period, regardless of when the alleged wrongful act occurred (subject to policy terms).
12-Month Terms
Policies typically run for 12 months and must be renewed annually to maintain continuous protection for your leadership team.
Protect Your Leadership Team
Attract and retain quality directors while protecting personal assets from litigation risks.