Directors and officers (D&O) insurance is a liability policy that provides financial protection to the company's executives and board members. The cover will protect against civil liabilities, regulatory proceedings and criminal allegations, whilst acting in a managerial capacity on behalf of a company. A D&O policy can cover defence costs, damages, settlements, awards, and insurable fines.
Please complete our digital onboarding process to obtain quotations from our panel insurers. Whenever applying for D&O cover, you should make the application in the name of your parent company and all answers should be provided as a group, including all subsidary companies.
If the business didn't make a profit and have a positive net worth in the last reporting period, you will be required you to complete a D&O proposal form and submit either a monthly cash flow forecast for the next 12 months, or if you are an established business, a copy of your most recent consolidated management accounts (balance sheet and P&L).
Directors and officers' insurance cost can start from £345 annually or £28.75 monthly for a £1 million limit for a small private limited company. For large private businesses and publicly listed companies, the insurance costs can increase into the tens of thousands depending upon which sector you work and importantly your financial stability. Insurers will assess your risk exposure and calculate your insurance premiums dependent on several factors, including: the industry, financial solvency, revenue, total assets, whether the company has any publicly traded securities, and it’s claims history.
Different industry sectors are more prone to claims. Very high D&O risk sectors include: biotechnology, telecommunications, oil exploration and professional sports clubs.
Do you have sufficient capital to meet your ongoing financial obligations. Insolvency represents a high risk, with numerous parties potentially seeking to recover losses.
A successful trading history is preferred. However, this is not always the case, and a load factor will be applied to start-up businesses when applying for cover.
D&O cover provides a cost-effective mechanism to protect those individuals in leadership roles should an allegation of a wrongdoing occur. The law generally seeks to protect individuals 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 obligations can be held personally liable. Therefore, every incorporated company and partnership should consider buying D&O cover.
Large publicly listed companies will incur higher insurance costs, compare with smaller private companies. Underwriter will consider your total assets and revenue to calculate your premium.
Some sectors carry increased exposure from regulator investigations, shareholder claims, creditor actions, and competition claims. Each insurer has a slightly different view of what carriers a greater degree of risk.
Insolvency remains the largest cause of directors and officers claims. If the business goes into insolvency, claims can arise from shareholders, administrators, creditors, customers and regulators.
Higher limits of cover will obviously cost more. If the insurer provides a £2 million limit, the cost will usually be a +60-75% increase on the premium charged for a £1 million limit.
Each insurer has their own view of risk and appetite to accept that risk at a proposed premium. Brokers should regularly benchmark your D&O premium to ensure you obtain the best value for money.
A long trading history with no claims made will be favourable to an underwriter when assessing your risk. In addition to the reputation of the company and the directors in the public domain.
Operating a business today is increasingly complex and individuals making decisions on behalf of companies can be held personally liable under a number of statute laws. D&O cover provided under a management liability insurance policy is a cost-effective risk management solution that provides peace of mind you can defend yourself against civil, regulatory, or criminal allegations.
The size of your company will have a direct impact on how your D&O premium is calculated. Insurers will use different metrics (either turnover or total assets) to measure a base rate per million of limit of liability purchased.
The most important consideration for insurers is your financial standing and operational history. If you maintain a strong revenue and net profitability with a conservatively leveraged balance sheet, you will more likely obtain favourable terms. Underwriters will more often than not, review your latest reported financial statements from Companies House to consider any negative trends and your likelihood of failure.
The nature of your activities is the second most important underwriting consideration. The below identifies our view of different industry segments and their relative exposure to claim activity. In addition, the scope of your activities within different jurisdictions (UK, US, Canada, Europe and Rest of the World) is an important consideration for insurers. The US remains the most litigious country in the world, operating subsidiaries in this territory can significantly impact your company's exposure.
The limit of liability you purchase will depend on your perception of the exposure and how much you are prepared to spend to mitigate the risk. We recommend you consider more than one option to appreciate the cost to increase your limit of liability. It is also worth considering that defence costs on average amount to 65% of the total cost of D&O claims. The below offers a general guide based on what companies typically purchase, however you should consider your individual circumstances and note the limits below may not be sufficient to cover your financial loss and defence costs.
A D&O policy can cover compensation claims and investigations arising from a variety of sources including customers, competitors, suppliers, contractors, regulators, administrators, creditors, shareholders, and employees.
A management liability insurance policy will include D&O cover as standard, however it can also be packaged with the following:
D&O claims and allegations made against individuals or the company can originate from a number of different interested parties, such as:
We have the capacity to provide personal recommendations dependent upon your your individual circumstances. We work with a wide range of D&O carriers and all of them have strong financial ratings (A) from AM Best. Below we have offered some general advice with respect to different circumstances:
CFC has a good product and is actively seeking it grow its portfolio for what they perceive are good risks. They can offer some very competitive pricing for private companies with a turnover less than £25m. They have recently created a FinTech team that will combine D&O insurance, with professional liability, and cyber insurance under the one product.
The Travelers product doesn’t contain some of the exclusions that some competitors do. In addition, they provide a sub-limit for 'Contractual Liability Defence' under the Corporate Legal Liability (CLL), which is commonly excluded by competitors. They will expect a positive net worth and a profit for your last financial accounts, however if you can meet the conditions, the policy language is clear and well tested.
If you operate in industry sectors that are perceived to carrier a higher exposure or have had prior claims. Nexus Underwriting can take a closer look at the business and under your exposure as opposed to simply declining your submission. Working with ourselves we can ensure you provide all the relative information to provide Nexus with the required comfort to cover your business.
Unlike many of their competitors, Beazley can provide cover to startups without the requirement for a cash flow forecast or pitch deck / business plan. Cover will be provided with an insolvency exclusion for a cost-effective premium, which can meet the needs of startups that have not secured outside funding for the business venture. Beazley also has the capacity to consider medium to large companies that are well managed.
We are an Financial Conduct Authority (FCA) regulated broker, which offers a simple and effective service with experienced professionals that provides access to the wholesale market. We work with a wide range of insurers who specialise in financial lines to secure the necessary cover for our clients.
All insurers we work with are governed by the Prudential Regulation Authority (PRA) and have strong financial ratings (A) from AM Best.
Claims involving directors & officers are often highly political, commercially sensitive, and complicated. Below we take a closer look at examples of D&O insurance claimants.
Understanding D&O insurance exclusions is important for companies and their leadership to manage risk effectively and know where additional business insurance or risk mitigation strategies might be necessary.