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Directors and Officers Insurance Broker: Tailored UK D&O Liability Quotes For Personal Asset Protection
- Directors can be held personally liable, ensure your assets are protected
- Cover for legal defence and regulatory investigations
- AI governance, ECCTA, and other emerging risks in 2026
Protecting the Boards Personal Liabilities
Directors and Officers insurance is designed to protect individuals serving as directors, officers, and senior executives from personal liability arising from their managerial decisions or actions.
The cover can provide protection for civil, criminal and regulatory proceedings, while acting in a managerial capacity on behalf of the company. A policy will pay legal defence costs incurred in defending allegations and damages arising from any judgment, award or settlement.
While the exact scope of cover varies depending on the policy wording and endorsements, cover will typically respond to claims alleging wrongful acts in the management of the company.
Protection for Personal Assets
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Given that anyone that makes decisions on behalf of an incorporated company can be held personally liable. The primary reason for purchasing D&O insurance is to protect the personal assets of directors and officers.
The law generally seeks to protect directors from personal liability where they have acted in good faith and complied with their responsibilities. However, any director, partner or employee acting in a managerial capacity on behalf of the company that fails to meet their legal or regulatory obligations, can be held personally accountable.
D&O protection can provide you access to a timely legal defence and provide peace of mind you can defend yourself against civil, regulatory, or criminal allegations.
Specialist D&O Broker Framework
Policies available in the market can vary significantly with sub-limits and exclusions limiting the cover available. Regulatory investigations, insolvency claims, professional services carve-outs, cyber governance, and defence cost advancement are technical differences, but can be critical when coming to make a claim under your policy.
Our specialist D&O London market broking team can help identify the right cover to ensure the board has suitable protection, whilst managing your premiums through market cycles.
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Legal & Financial Protection for your Directors and Officers
A D&O policy will typically protect against claims made against directors, officers, and senior managers for alleged wrongful acts committed in their management capacity.
These can include breaches of duty, mismanagement, shareholder actions, regulatory investigations, employment-related claims, insolvency-related disputes, or governance failures.
Read our guide for a more technical review of the D&O coverage and exclusions.
Breach of Director's Duties
Directors are subject to various statutory duties, including under the Companies Act 2006. These include duties related to the promotion of the success of the company, avoiding conflicts of interest, declaring any personal interests in transactions, and ensuring compliance with filing requirements.
In addition, to exercising a reasonable level of care, skill, and diligence in carrying out their duties. If a director is found to have failed in this duty, they may be personally liable for any losses suffered by the company.
Directors also owe a set of fiduciary duties to the company, including acting in good faith, promoting the success of the company, exercising independent judgment, and avoiding conflicts of interest. Breaching these fiduciary duties can lead to personal liability for the directors.
Regulatory Investigations
In recent years, regulatory investigations have become increasingly common, particularly in sectors subject to heightened oversight. Even where no wrongdoing is ultimately established, the cost of defending regulatory investigations can be substantial. Legal fees, expert witnesses, and specialist advisors can quickly accumulate.
Startup and Venture-backed D&O
Founders of startups will often take risks in order to be successful, unfortunately this can lead to disputes with regulators, shareholders, customers, competitors, employees, and suppliers.
The largest exposure to startup directors arises from allegations made by investors and shareholders for misrepresentation, breaches of fiduciary duty, breaches of law, or maleficence. Startup D&O is commonly requested by the investors during the initial funding rounds.
If you do not submit a monthly cash flow forecast for the first 12 months and a pitch deck or business plan, insurers will typically apply an insolvency exclusion. Which removes a significant amount of cover for stakeholder claims if the business has failed.
Management Liability Policy Mechanics
Modular Policy for Private Companies
Directors and Officers Insurance is typically offered under a Management Liability modular policy combining personal liability with Corporate Legal Liability, Employment Practices Liability, and sometimes Commercial Crime cover.
While other sections of a Management Liability policy may protect the company itself, employment disputes, or fraud losses, the D&O section is focused on the decision makers.
Side ABC Explained
Companies may have an indemnification agreement in place, whereby the company agrees to indemnify its directors in respect of any legal proceedings, however the vast majority do not. However, even if there is an indemnification agreement in place, there will be circumstances in which the company will be unable (i.e. insolvency), permitted (i.e. restricted by law), or unwilling to meet its obligations (i.e. company vs executive disputes).
Therefore, Directors and Officers insurance policies are typically structured around three main types of coverage, commonly referred to as Side A, Side B, and Side C.
Premium Benchmarking
D&O Insurance costs can vary significantly depending on the size, sector, financial health, ownership structure, claims history, and jurisdictional exposure of the company.
To provide companies with a better understanding of what D&O premiums may cost, we have provided some valuable benchmarking information for UK companies in 2026.
Change of Control & Run-Off
All D&O policies will contain a ‘Change in Control’ clause, whereby if the majority shareholding of the policyholder changes the policy will automatically go into Run-Off and the existing policy will only provide cover for wrongful acts that occurred before the sale, merger, acquisition, or disposal of the business.
It will be the responsibility of the new owners and board of directors to arrange go-forward cover. Whilst the previous owners and board of directors should consider a six year run-off extension to ring-fence their liabilities.
Innocent Directors
Policies will typically include ‘severability’ or ‘non-imputation’ provisions, which ensure that wrongful acts committed by one director are not automatically attributed to other insureds. This means that directors or officers who were not involved in, or aware of, the alleged misconduct which may be excluded can continue to benefit from defence costs and other protections under the policy.
Program Structure and Claim Examples
Parent Company Policyholder
D&O insurance policies should always be in the name of the parent entity. Subsidiary companies (if applicable) and their boards of directors will then automatically be covered by the standard definition of Subsidiary within the policy wording.
Cover for non-UK parent companies can be arranged in Lloyds of London, however there may be restrictions depending upon where your parent company is domiciled.
Side A Tower
Where appropriate, we can also structure Side A difference-in-conditions (DIC) policies, which provide additional protection for directors when traditional policies fail to respond. The policy cannot be eroded by claims against the company, such as a securities-related claim. Side A insurance ensures there is a protected limit reserved for individual directors.
Claims Examples
Directors and officers insurance claims can arise from a variety of circumstances, including but not limited to:
- Breach of law
- Breach of regulation
- Insolvency claims
- Creditor claims
- Employment claims (against D&O's)
- Decisions exceeding authority
- Competitor claims
- Inaccurate or inadequate disclosure
- Shareholder claims
- Reporting errors
- Mergers and acquisitions
- Claims made on behalf of the company
Directors Insurance Guides
2026 Emerging Risks
AI Governance
Artificial intelligence is increasingly being used in areas such as financial decision-making, hiring processes, and automated customer interactions. While AI offers significant benefits, they also introduce new risks. Directors are now expected to oversee how these technologies are deployed within their businesses.
AI Liability Insurance is an evolving subject and the market is currently adapting to a new environment where AI influences how potential claims arise and link to existing insurance products.
Boards should ensure that appropriate governance structures are in place to manage AI-related risks. This includes establishing oversight frameworks, conducting risk assessments, and ensuring transparency in how automated systems operate.
Failure to Prevent Fraud (ECCTA)
The Economic Crime and Corporate Transparency Act (ECCTA) introduces a new corporate offence known as “failure to prevent fraud.” Under this legislation, companies may be held criminally liable if they fail to implement reasonable procedures to prevent fraud committed by employees, agents, or other associated persons.
While the offence applies to companies, the regulatory scrutiny surrounding such breaches often extends to the actions and oversight responsibilities of directors and senior executives.
The Fair Work Agency (FWA)
The Fair Work Agency (FWA) is a new UK regulatory agency that launched on April 7, 2026. The FWA can inspect workplaces and require employers to produce documents and other evidence to show compliance with employment law.
GOV.UK describes it broadly as having power to “inspect, investigate and penalise” businesses that do not uphold workers’ rights. D&O and EPL on a combined basis can offer protection to regulatory investigations and employment disputes.
Specialist Open Market D&O Broker
The market for Directors and Officers insurance has experienced periods of both hardening and softening in recent years. In a softening market, increased insurer competition can lead to more favourable pricing and broader coverage options.
As a specialist broker we can help businesses navigate the market and negotiate the most favourable terms. Policy wordings and endorsements can vary significantly between insurers, and seemingly small differences can have major implications when a claim arises.
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The Indemnity Framework: Advisory & Claim Advocacy
Coverage Review
Our role is to review policy wording carefully to ensure the protection provided aligns with the risks facing your business. It’s important to appreciate that not all policies are the same and working with a specialist broker can guide you in the right direction and identify potential weaknesses and negotiate improvements on your program.
Claims Advocacy
D&O claims often involve complex legal issues and regulatory investigations. Our role is to ensure directors receive timely support and fair treatment from insurers. When a claim arises, experienced advocacy can make all the difference.
As your broker, we act as your claims advocate, supporting directors through the claims process and ensuring that insurers respond appropriately under the agreed policy.
Limit Benchmarking
Unsure how much cover you require, we can benchmark your business against your peers to assess whether your current insurance limit would be sufficient against realistic claim scenarios.
D&O claims can escalate quickly due to legal defence costs. Inadequate limits may leave directors personally exposed once the policy limit is exhausted.
Fair Value Statement
We work closely with our D&O Insurer Partners to ensure that we present fair value and deliver good outcomes to our clients. Value is measured by the relationship between the overall price to the client and the quality of the product(s) and/or services provided. The fair value assessment is the responsibility of the Manufacturer of a product, which will be the insurer, MGA, or Lloyds of London Syndicate.
Independent Fair Market Analysis: Ensure Competitive Terms
How do you ensure we’re paying a fair premium?
We shall undertake a fair and personal analysis of suitable insurers to obtain competing quotes to meet your needs. When insurers underwrite a D&O risk, they will need to take into account a wide range of factors which means you can get significant differences in pricing and cover. By negotiating with multiple insurers, we can ensure that you’re paying a fair D&O premium.
Additionally, we work with insurers to ensure that the products deliver fair value, are distributed to the appropriate target market, and support good customer outcomes.
Willis / WTW Network
As a Willis Network Member we can access the specialist knowledge and expertise in the FINEX and claims team. Specialist requirements, such as locally compliant infill policies can also be arranged through the wide network of Willis offices around the globe.
D&O Market Access
D&O Paid Claims
Testimonials
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Frequently Asked
Questions
What is the difference between D&O and Professional Indemnity?
D&O insurance protects the personal assets of company directors, officers, and senior managers if they are accused of wrongful acts whilst acting on behalf of the business. Whereas, professional Indemnity insurance protects a business when a client claims the provision of a professional service caused them financial loss.
Does the policy cover me if I leave the company?
Automatic run-off cover is typically provided for retired or departing directors for a period of 6 years. It ensures that if a claim is brought against you today for a decision you made years ago. It's important to note cover will only be available if the policy is continually renewed, or Run-Off Cover is purchased.
Is D&O a legal requirement in the UK?
No, but it is often a contractual requirement for investors or a prerequisite for attracting non-exec directors. Without D&O insurance, a director's personal assets, including their home and savings are at risk from legal defense costs and settlements arising from their board-level decisions.
Are there other covers we can package with D&O?
Depending upon whether you are a publicly or private company, will impart whether you can purchase D&O under a package policy or not. Purely designed for private companies, a management liability product can include: employment practices liability, employee theft, and corporate legal liability.
What happens if my insurer denies a claim?
If an insurer denies a claim, we can investigate on your behalf and escalate the matter with the insurer. We may recommend submitting additional information, obtaining legal opinions, and clarifying how a claim falls within the agreed policy terms and conditions.
Depending upon the circumstances and as a last resort we may recommend that legal counsel is appointed to pursue the case against the insurer.
What happens if my insurer denies a claim?
If an insurer denies a claim, we can investigate on your behalf and escalate the matter with the insurer. We may recommend submitting additional information, obtaining legal opinions, and clarifying how a claim falls within the agreed policy terms and conditions.
Depending upon the circumstances and as a last resort we may recommend that legal counsel is appointed to pursue the case against the insurer.
We might consider a public capital raise in the future, does that matter?
If you are considering issuing a public prospectus to raise capital you will need to separately consider POSI insurance. Talk to one of our D&O experts to find out more.