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D&O LIABILITY


There is little directors and officers can do to diminish the complexity of the business, legal and regulatory environment in which they operate. However, a great deal can be done to protect the personal assets of directors and officers.

D&O Liability

Directors and officers operate in an extremely difficult environment. The fundamental principles governing their conduct have come under increasing judicial and regulatory scrutiny.

Shareholder groups have fomented additional unrest by pressuring corporate management to make swifter changes and improvements to remain economically competitive in the complex world markets. Although there is no single solution for protecting directors and officers from liability, directors and officers (D&O) liability insurance can be an effective tool in mitigating a firm's overall exposure. Marsh's FINPRO Practice can provide D&O insurance designed to protect a director or officer of a firm for liability due to breaches of duty resulting from negligence, error, or omission.

Directors and officers coverage is typically underwritten on a one-year basis for a single aggregate limit of liability. Many corporations purchase some form of entity coverage or predetermined allocation for securities law claims as a means of avoiding much of the traditional allocation of loss that normally occurred under previous D&O policies. Allocation often resulted in disputes between D&O underwriters and policyholders as to how certain elements of a loss, such as uncovered policies or wrongful acts, should affect the ultimate amount of insurance recovery.

There is little directors and officers can do to diminish the complexity of the business, legal and regulatory environment in which they operate. However, a great deal can be done to protect the personal assets of directors and officers through a combination of strong corporate governance, broad corporate indemnification, and a risk transfer program that includes a high quality D&O liability insurance program.

Marsh Risk Management Research
Cyber Security and the Boardroom
March 05, 2014  |  Views: 2139 |  Comments: 0 
Cyber Security and the Boardroom
Boards of directors must not only devote more attention to cyber risks, but also evaluate their organizations' readiness for an attack.  >>
US Insurance Market Report 2014
February 07, 2014  |  Views: 6596 |  Comments: 0 
US Insurance Market Report 2014
US commercial property insurance prices stabilized for many organizations in 2013 as a significant surplus of capital among insurers and reinsurers kept competition high.  >>

Additional Thought Leadership
A General Counsel’s Cyber Resolutions for 2014
February 19, 2014  |  Views: 3599 |  Comments: 0 
A General Counsel’s Cyber Resolutions for 2014
Marsh & McLennan Companies General Counsel Peter Beshar outlines seven steps to protect against cyberattacks.  >>
Competing Laws Boost D&O Costs for Health Firms
December 31, 2013  |  Views: 7123 |  Comments: 0 
Competing Laws Boost D&O Costs for Health Firms
Marsh Risk Management Research quoted in CFO.com.  >>
Webcast: Insurance Market Update: Midyear 2013 (Replay)
July 17, 2013  |  Views: 9418 |  Comments: 0 
Webcast: Insurance Market Update: Midyear 2013 (Replay)
Our panel of experts discussed the state of the insurance markets at the halfway point of 2013.  >>
D&O Premiums Continue to Increase Due to Mergers and Acquisitions Claims
July 15, 2013  |  Views: 14450 |  Comments: 0 
D&O Premiums Continue to Increase Due to Mergers and Acquisitions Claims
Brenda Shelly quoted in Business Insurance  >>
Recent Court Rulings May Affect Companies’ Cyber and Data Protection Responsibilities
April 15, 2013  |  Views: 13340 |  Comments: 0 
Recent Court Rulings May Affect Companies’ Cyber and Data Protection Responsibilities
Courts address the evolving risk of cyber liability.  >>
Webcast: Board Compliance Oversight and Governance Diagnostic—Current Regulatory Landscape and Staying Ahead (Replay)
April 10, 2013  |  Views: 24535 |  Comments: 0 
Webcast: Board Compliance Oversight and Governance Diagnostic—Current Regulatory Landscape and Staying Ahead (Replay)
Our panelists reviewed the current legal and regulatory environment, and how the board diagnostic can help businesses.   >>
Managing Global Architecture, Engineering, and Construction Risks
March 07, 2013  |  Views: 16781 |  Comments: 1 
Managing Global Architecture, Engineering, and Construction Risks
Insurance coverage could be null and void if country-specific requirements are not met.  >>
FCPA Guidance Reinforces That Strong Compliance Program Is Not a Defense to SEC or DOJ Enforcement
February 13, 2013  |  Views: 15870 |  Comments: 0 
FCPA Guidance Reinforces That Strong Compliance Program Is Not a Defense to SEC or DOJ Enforcement
FCPA-focused insurance policies may help organizations to better manage the exposure.  >>
Webcast: US Insurance Markets and Risk Trends in 2013 (Replay)
January 30, 2013  |  Views: 16578 |  Comments: 0 
Webcast: US Insurance Markets and Risk Trends in 2013 (Replay)
Marsh's risk and insurance experts provided an overview of the trends likely to affect insurance purchasing and risk management decisions in 2013.  >>
10-Point Plan for Preparing Your Board for a Transitioning D&O Insurance Market
August 31, 2012  |  Views: 17076 |  Comments: 0 
10-Point Plan for Preparing Your Board for a Transitioning D&O Insurance Market
To help avoid having to surprise your board of directors with bad news, take the following steps to anticipate insurance market changes.  >>
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Insurance Coverage for FCPA Investigation Costs
Views: 21553 |  Comments: 0 
Insurance Coverage for FCPA Investigation Costs
Marsh's FCPA Corporate Response is the only insurance mechanism that provides cost of investigation coverage for both individuals and the organization.   >>
RCO Corporate Response
Views: 26149 |  Comments: 0 
RCO Corporate Response
RCO Corporate Response provides insurance coverage for pharmaceutical, life sciences, and health care corporate officers who may be held liable under the Responsible Corporate Offi...  >>
Benchmarking Services
Views: 20983 |  Comments: 0 
Benchmarking Services
The Benchmarking Portal's growing database contains information on more than insurance policies covering $US75 billion in placements.  >>
Board Compliance Oversight and Governance Diagnostic — A Marsh, Corpedia, and Corporate Board Member Alliance Offering
Views: 15932 |  Comments: 0 
Board Compliance Oversight and Governance Diagnostic — A Marsh, Corpedia, and Corporate Board Member Alliance Offering
The Board Compliance Oversight and Governance Diagnostic can help risk managers, directors, and officers improve their governance processes and help to further mitigate risk.   >>
Directors & Officers Liability
Views: 17323 |  Comments: 0 
Directors & Officers Liability
Directors and officers operate in an extremely difficult environment. The fundamental principles governing their conduct have come under increasing judicial and regulatory scrutiny...  >>
FINPRO Financial Institutions Center of Excellence
Views: 17525 |  Comments: 0 
FINPRO Financial Institutions Center of Excellence
The Financial Institutions Center of Excellence, based in New York, comprises 25 professionals and is led by a team of senior advisors, each with more than 15 years of industry exp...  >>
Ideal: D&O Statistical Analysis Model
Views: 14551 |  Comments: 0 
Ideal: D&O Statistical Analysis Model
Building a foundation for informed decisions.  >>
Insurance Services for FINRA-Member Firms
Views: 16079 |  Comments: 0 
Insurance Services for FINRA-Member Firms
Seabury & Smith, Inc., a subsidiary of Marsh, has been the leading originator and provider of insurance solutions for Financial Industry Regulatory Authority (FINRA) member firms f...  >>
Marsh, Corpedia, and Corporate Board Member Form Strategic Alliance
Views: 15686 |  Comments: 0 
Marsh, Corpedia, and Corporate Board Member Form Strategic Alliance
            To provide directors and officers with enhanced governance, risk and compliance resources, Marsh has formed a strategic alliance with...  >>
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February 07, 2014  |  Views: 2260
Favorable US Insurance Market Conditions Expected in 2014: Marsh
The ample capacity and competition that helped temper firming of US commercial insurance rates in 2013 is expected to continue into 2014, barring higher than expected catastrophe l...  >>
February 05, 2014  |  Views: 1834
Global Insurance Pricing Declines in Fourth Quarter: Marsh
US only region with higher overall renewal rates.  >>
December 11, 2013  |  Views: 2336
Health Care D&O Rates Rise Significantly in Third Quarter: Marsh
Market hardens amid growing antitrust concerns  >>
October 09, 2013  |  Views: 3308
Risk-Adjusted D&O Rates Decline in Second Quarter: Marsh
Risk-Adjusted Benchmarking offers alternative view to market rate changes  >>
July 31, 2013  |  Views: 3054
Global Insurance Rates Decline in Most Regions
Marsh Risk Management Global Insurance Index declines for first time.  >>
April 17, 2013  |  Views: 3407
Global Insurance Rate Firming Continues in Q1
Marks fifth consecutive quarterly rise, though at a slower pace  >>
March 20, 2013  |  Views: 3506
NYSE Euronext Units Corpedia and Corporate Board Member Enter Into a Strategic Alliance with Marsh
Directors and officers to benefit from enhanced governance, risk and compliance resources  >>
March 14, 2013  |  Views: 6080
Number of Companies Buying Cyber Insurance Up by One-Third in 2012: Marsh
Services and educational sectors lead the way in purchasing coverage.  >>
January 30, 2013  |  Views: 6670
Further Firming Expected in US Commercial Insurance Market in 2013: Marsh
US commercial insurance rates are expected to continue firming in many lines of business and industry sectors in 2013 as above average losses, subdued investment returns, and reced...  >>
January 15, 2013  |  Views: 4436
Marsh Names Brenda Shelly US Directors and Officers Liability Product Leader
Brenda Shelly will be responsible for the development and delivery of technical expertise and content to Marsh clients and colleagues on D&O insurance coverage, litigation trends, ...  >>
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Contacts
Brenda Shelly
US D&O Product Leader
New York NY United States
212 345 2295
brenda.shelly@marsh.com