DIRECTORS & OFFICERS LIABILITY Insurance
HOLISTIC D&O COVERAGE
Just as builder’s risk is vital to a construction firm, Directors & Officers Liability is essential to protecting your organization from risks outside what your general commercial liability policy covers. If your organization has a board of directors and/or corporate officers, Directors & Officers Liability insurance is a necessary component of your insurance portfolio. Corporate boards are often faced with difficult decisions or may even oversee companies that produce controversial products. Proper risk management can help you identify exposures to safeguard against lawsuits.
The D&O risk management specialists at Baldwin Risk Partners create holistic insurance solutions that protect both your company and the directors and officers who keep it thriving.
What We Do
Our experts have decades of experience navigating the complexities of D&O insurance. Here are some of the most common areas in which we help organizations thrive.
Public & Private Directors & Officers Insurance
The primary purpose of D&O Liability is to protect the individual directors & officers, as well as the entity itself, from claims against some form of loss associated with perceived mismanagement. The typical D&O policy is often categorized into three coverage grants universally recognized as Coverage A, B, and C.
Coverage A protects the personal assets of the individual directors and officers by responding to claims made against them where the entity is unable to indemnify them (i.e., insolvency or derivative actions).
Coverage B reimburses a corporation for its loss where the entity indemnifies its directors and officers for claims against them. B-side coverage does not provide coverage for the corporation for its own liability.
Coverage C protects the corporate balance sheet for scenarios where the entity is named in the claim. For Public Companies, Coverage C is limited to Securities claims against the entity. For privately held companies and/or non-profits, Coverage C is often a more robust entity coverage.
D&O Coverage for SPACS & DeSPACs
Our services can be applied to:
Traditional Insurance: Our team will send your draft S-1 to all viable insurance carriers for their review. Following the initial review, a video conference call will be set up with the carriers and your SPAC or IPO team to pitch the investor deck, followed by terms and conditions negotiations.
Captive Insurance: This captive provides traditional D&O insurance by pooling all SPAC deals together, with additional re-insurance provided by an AM Best A XII rated carrier. If your policy has no losses, the company has the potential for a return in premium.
Employment Practices Liability Insurance (EPLI)
This coverage protects directors, officers, employees, and/or the company against employment-related claims brought by employees and, in certain circumstances, specified third parties. It provides coverage for wrongful dismissals or failures to promote, discrimination, sexual harassment, and other violations of federal, state, or local laws brought by the company’s employees.
Fiduciary insurance protects plan sponsors (employers) and plan fiduciaries (executives and employees designated to manage benefit plans) from claims that they have violated requirements laid out under ERISA. These claims allege mismanagement of plan assets or failure to follow ERISA rules when controlling or managing plan assets and paying plan benefits.
Fiduciary liability policies cover the cost of defending sponsors and fiduciaries and indemnify them for monetary liabilities that result from a legal settlement or adverse judgment.
Customized Limit Benchmarking
Benchmarking your limits and premiums against your peers from a trusted objective source is a critical way to ensure both the entity and the individual directors and officers are properly protected. However, peer benchmarking is only half the battle. Understanding how claims have been settled for contemporary companies is the other half. This knowledge can help right-size your D&O program and potentially save hundreds of thousands in unnecessary premium costs.
Pre IPO Planning
We’ll help navigate you through the process and ensure that your private company is fully prepared to become public. Whether you go via traditional S-1 filing or DeSPAC, our team will work with your timeline to help you create a comprehensive process of careful broker selection and meeting with underwriters.
Cyber Liability Insurance
Cyber liability policies are modular in nature and cover exposures that arise from allegations of losses arising from a breach in network security. The most common claim addressed is the coverage for post-breach remediation costs including, but not limited to legal fees, notification costs, credit monitoring, PR firms, forensics, and the creation of a call center. The fastest-growing claims scenario addressed by cyber in frequency and severity is cyber extortion (i.e., ransomware). Other extensions of coverage can include online media coverage (libel, slander, copyright, trademark, etc.), e-business interruption, and privacy violations (including notification costs and regulatory coverage).
Board Level Presentations
Presentations to the board of directors often include a detailed summary of the directors & officers coverage as well as any other coverages there may be interest in as well as a detailed limits benchmarking analysis and a review of a state of the current insurance marketplace.
what sets us apart?
OUR EXCLUSIVE COLLABORATION WITH NASDAQ
“D&O Insurance has become a major budget item for public companies, especially IPOs & SPACs. We understand that companies are looking for new and creative solutions to help them manage these increasing costs while also securing best in class coverage.” Mike Tomasulo, National Management Liability practice leader.
ANNUAL D&O LIMITS & RETENTION BENCHMARKING SURVEY/REPORT
Annual D&O Limits and Retention Benchmarking Survey / Report: Please click here to view the New 2023 highlights.
Download the 2023 Report
meet your Expert Management Liability Team
Footnote and disclaimers:
Insurance products are offered through one or more licensed insurance agency affiliates of Baldwin Risk Partners, LLC.
1 Calculated as total GAAP revenue for the nine months ended September 30, 2021 as compared to the same period of 2020.
2 Organic revenue growth (YTD) for the nine months ended September 30, 2021 as compared to the same period of 2020.