D&O (Directors and Officers) insurance is important because it protects the personal assets of corporate directors and officers—and the company itself—against claims arising from decisions and actions taken in their official capacities. Here’s a breakdown of why this type of insurance is crucial:

Personal Asset Protection:  Directors and officers can be personally sued for:

• Alleged mismanagement
• Breach of fiduciary duty
• Negligence
• Misrepresentation or omission of facts
• Employment practices violations (e.g., wrongful termination, discrimination)

Without D&O insurance, they could be held personally liable and forced to pay legal costs or settlements out of their own pockets.

Company Reputation and Stability

• Lawsuits against executives can damage a company’s reputation, scare off investors, and reduce share value.
• D&O coverage helps mitigate financial uncertainty, allowing the business to continue operating confidently.

Attracting and Retaining Talent

• Top executive and board candidates often won’t join a company unless adequate D&O coverage is in place.
• It shows the company takes governance seriously and is prepared to protect its leadership.

Legal Cost Coverage

• D&O insurance covers legal defense costs, which can be substantial even if the allegations are unfounded.
• It can also cover settlements or judgments, depending on the policy.

Investor and Shareholder Relations

• Shareholders can sue directors for poor business decisions or failure to disclose material information.
• Having D&O insurance reassures investors that the company can handle such claims without destabilizing finances.

Regulatory and Compliance Risks

• In highly regulated industries, executives can be sued or investigated by government agencies (e.g., SEC, FTC).
• D&O insurance can cover the cost of regulatory investigations or proceedings.

Coverage for Mergers, Acquisitions, and IPOs

• These events increase the risk of litigation from shareholders, competitors, or regulators.
• D&O insurance is critical during these transitions to cover potential lawsuits stemming from disclosures or deal terms.

In summary, D&O insurance is a vital risk management tool that protects both individual leaders and the company itself from the potentially devastating effects of litigation. It enables good governance, strategic risk-taking, and leadership continuity. If you have any questions about D&O Insurance or any other Business Insurance, please feel free to contact me. 

Jason Matison
Commercial Insurance Agent
​Austin, Texas

​As a business owner, it’s possible you make decisions every day that can come back to bite you. You may not think so, but in this day of litigiousness, your business may be at risk.  A type of Business Insurance to manage your risk is management liability insurance.  Depending on your business, in addition to having General Liability Insurance, having Professional Liability Insurance is not just good business, it is as necessary as heat and lighting for your office.  Statutes, federal, and state laws change on a regular basis, so it is important that your company protect its assets with management or professional liability insurance. For example, if you are an Engineer, Certified Public Accountant (CPA), or in any type of field giving advice or service, you should consider professional liability insurance for your business.
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Some things to Consider

• General Liability Insurance does not cover the risks of Employment Liability, Professional Liability, or Directors and Officers Liability.  You need a separate insurance policy to cover these risks.

 

• Defense costs are going up at a rapid rate. Management liability insurance can provide needed defense coverage, even if you are not liable (yes, even if you are not held liable). You still have to go to court.

 

• Company owners can be held personally liable for their actions as well as the actions of other managers or executives. It is imperative to put coverage in place for protection.

 

• Twenty five percent of private firms have had some sort of employment issue that could not be resolved without legal counsel involvement.  The average defense costs are $250 per hour. These costs can add up. You also have to consider finding the right law firm, which can take time.

 

• Many businesses fail to purchase Cyber Insurance. According to Adam Hewitt, senior vice president of INSUREtrust, “Cyber risk is the fastest-growing segment in the commercial liability insurance industry -- increasing at an annual rate of 30 percent”. The average cost of each compromised record is around $175.00. Most states have laws requiring notification if you have had an incident. If you are collecting personal data, it is your responsibility. The judge/court probably isn’t going to want to hear, it’s stored in the cloud.

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If you have any questions about management liability insurance or any other type of Business Insurance, please let me know. We are located in Austin, TX and would be happy to meet with you to answer any questions and provide you with a quote. Once you have had a chance to review coverage and pricing, then you can make an informed decision. 

​Directors and officers insurance, also known as D&O Insurance, is one of the most misunderstood Business Insurance policies out there. However, it is also one of the most important for your business. Knowing just how a D&O policy will provide coverage for your business can help to keep you financially stable.

D&O Insurance is meant to provide coverage for any claims that are brought against your directors and officers while they are serving on your board or directors and/or as an officer. D&O insurance can help to cover the directors and officers of privately held firms, not-for-profit business, non-profit organizations, and educational institutions. These policies will help to function as an errors and omissions liability policy for the management of a company or organization, helping to cover any claims that are the result of managerial decisions that have unfavorable financial consequences.

Typical D&O Insurance policies have “shrinking limits” provisions, in which the defense costs will help to reduce the limits of the policy. This is a contrasting approach of many other business insurance policies, including commercial general liability, in which the defense costs are covered in addition to the limits of the policy.
There are also many other special features of D&O policies, including:
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• They are written on a claims-made basis.
• They typically do not contain any explicit duty to defend those who are insured.
• They cover monetary damages but will not provide any coverage when it comes to property damage and bodily injury.

Knowing that your company is protected with the right D&O Insurance policy will help to give you the peace of mind that you deserve. Contact us for your business insurance coverage needs to ensure that you have the right amount of protection at the right price.