PLUS D&O University | 2024 Fall Session

Federal and state statutes govern the actions of corporations, private companies, and non-profit organizations. The directors and officers of these businesses must comply with the statutes and fulfill the duties owed to their organizations’ shareholders and stakeholders.  When laws are broken, or when directors and officers breach their duties, someone is usually damaged – shareholders may lose money, the organization may miss an opportunity to generate sales or increase membership, or an employee may be terminated. These events can lead to claims, lawsuits, and other actions against the directors and officers.  However, not all such exposures are covered under D&O insurance policies. Lawsuits filed by shareholders and criminal charges are obviously claims, and most policies also cover regulatory proceedings. Coverage is not always as clear when the company is under investigation and no charges have been filed, or when directors and officers are subpoenaed to testify. Currently, more policies have an expanded definition of a claim or more precise wording that defines exactly what is and what is not considered a claim.  This session will provide an overview of the types of claims that might implicate D&O insurance policies and what is considered a covered claim under such policies.

Directors and officers are exposed to various types of liability under securities and employment laws, as well as other statutes and common law. In this session, we will review statutes and common law governing directors and officers including securities laws, employment laws, and other laws as sources of D&O liability. This session will also explore the duties Directors and Officers have to their organizations and what happens when these duties are breached.

Federal and state statutes govern the actions of corporations, private companies, and non-profit organizations. The directors and officers of these businesses must comply with the statutes and fulfill the duties owed to their organizations’ shareholders and stakeholders.  When laws are broken, or when directors and officers breach their duties, someone is usually damaged – shareholders may lose money, the organization may miss an opportunity to generate sales or increase membership, or an employee may be terminated. These events can lead to claims, lawsuits, and other actions against the directors and officers.  However, not all such exposures are covered under D&O insurance policies. Lawsuits filed by shareholders and criminal charges are obviously claims, and most policies also cover regulatory proceedings. Coverage is not always as clear when the company is under investigation and no charges have been filed, or when directors and officers are subpoenaed to testify. Currently, more policies have an expanded definition of a claim or more precise wording that defines exactly what is and what is not considered a claim.  This session will provide an overview of the types of claims that might implicate D&O insurance policies and what is considered a covered claim under such policies.

Each D&O claim, like each D&O policy is unique and when a D&O liability insurance claim is reported, the reporting requirements, defense options, and coverage issues may be different from other types of insurance. In this session, you will learn about the D&O claims process, the parties involved in defending a claim, defense of claims, allocation issues and the settlement process.

Market volatility, inflation, the looming threat of bankruptcies, ESG risks, increasingly litigious environments and growing regulatory scrutiny are some of the challenges combining to increase the range of risks faced by corporate boards and company executives today. During these increasingly litigious and volatile times, D&O insurance has never been more important to address emerging and long-standing exposures resulting from heightened scrutiny from a wide range of stakeholders. Understanding the current state of play and best practices for insurers, policyholders and their brokers is key to successfully navigating the current D&O insurance market. This session will provide essential information about the current and emerging D&O liability exposures, identify the current underwriting and claims trends and issues, and explore the current and anticipated future state of the D&O insurance market.