Directors & Officers Liability

Protect your leadership team from personal financial loss due to claims arising from their management decisions.

Directors & Officers Insurance

Protect Your Leaders, Protect Your Business

Directors and officers make critical decisions every day. In today's litigious environment, they face increasing personal risk of lawsuits from shareholders, employees, regulators, and competitors. D&O insurance shields their personal assets and provides peace of mind.

Legal Defense Costs

Coverage for attorney fees

Settlements & Judgments

Protection against awarded damages

Regulatory Investigations

Coverage for investigation costs

Employment Practices

Claims from employees

D&O Insurance Overview

Who Needs D&O Insurance?

Every company with directors and officers should consider D&O coverage

Public Companies

High exposure to shareholder lawsuits and regulatory scrutiny

Private Companies

Protection from disputes with shareholders, partners, employees

Startups

Attract quality directors with protection from personal liability

Non-Profits

Protect board members serving philanthropic organizations

Key Features & Benefits

Comprehensive protection for your leadership team

Legal Defense Costs

Coverage for attorney fees, court costs, and expert witness expenses, even if allegations are groundless.

Settlements & Judgments

Protection against awarded damages, settlements, and monetary judgments up to policy limits.

Regulatory Investigations

Coverage for costs of responding to regulatory inquiries and investigations by SEBI, RBI, etc.

Employment Practices

Protection against claims from employees for wrongful termination, discrimination, harassment.

Entity Coverage

Coverage for the company itself for securities claims and employment practices liability.

Extended Reporting Period

Optional extended reporting period for claims made after policy cancellation.

Three Pillars of D&O Coverage

D&O policies typically provide three distinct coverage sections

Side A

Director & Officer Liability

Protects individual directors and officers when the company cannot indemnify them (e.g., company insolvency, prohibited by law).

  • Personal asset protection
  • Coverage when company can't indemnify
  • No retention/ deductible
Side B

Corporate Reimbursement

Reimburses the company when it indemnifies its directors and officers for losses.

  • Protects company balance sheet
  • Reimburses indemnification payments
  • Standard corporate indemnification
Side C

Entity Coverage

Covers the company itself for securities claims (public companies) and employment practices liability.

  • Securities claims coverage
  • Employment practices liability
  • Private company variants

What's Covered

Typical claims covered by D&O insurance

Common Claims

  • Breach of fiduciary duty - Failure to act in best interests of company
  • Negligence or mismanagement - Poor business decisions causing losses
  • Misrepresentation - False or misleading statements to shareholders
  • Conflict of interest - Personal interests conflicting with company duties
  • Employment practices - Wrongful termination, discrimination, harassment
  • Regulatory violations - Breach of SEBI, RBI, Companies Act regulations

Who Is Covered

  • Directors - Executive and non-executive directors
  • Officers - CEO, CFO, COO, and other C-suite executives
  • Managers - Senior management with decision-making authority
  • Employees - When acting in managerial or supervisory capacity
  • Former directors/officers - For acts committed during tenure
  • Subsidiary directors - Directors of subsidiary companies

What's Not Covered

  • Fraudulent or criminal acts
  • Deliberate violations of law
  • Personal profit or advantage
  • Bodily injury/property damage
  • Pollution liability
  • Claims brought by insured persons

Why Your Directors & Officers Need Protection

1
Personal Liability

Directors can be held personally liable for company decisions - their personal assets are at risk.

2
Rising Litigation

Shareholder activism, regulatory scrutiny, and employee lawsuits are increasing.

3
Attract Quality Leaders

Top talent won't join your board without personal liability protection.

4
Legal Defense Costs

Even baseless lawsuits can cost lakhs in legal fees - D&O covers this.

75%

of private companies face D&O claims

₹50L+

Average legal defense costs

3x

Increase in claims in last decade

100%

of Fortune 500 have D&O

Industries We Serve

D&O solutions tailored for your industry

IT & Tech
Finance
Manufacturing
Healthcare
Retail
Hospitality

Eligibility Criteria

  • Company Type: Public, private, non-profit, startups
  • Minimum Directors: 1 director (coverage available for single director)
  • Sum Insured: ₹1 Crore to ₹50 Crore+
  • Policy Term: 1 year (renewable)
  • Geographical Scope: Worldwide coverage available

Documents Required

  • Company Registration Certificate
  • Memorandum & Articles of Association
  • List of directors and officers with designations
  • Audited financial statements (last 2-3 years)
  • Details of any pending/past claims
  • Corporate governance structure

Frequently Asked Questions

Common questions about D&O insurance

No, D&O insurance is not legally mandatory in India. However, it is highly recommended as good corporate governance practice. For listed companies, SEBI regulations strongly encourage D&O coverage, and many institutional investors require it before investing.

D&O insurance covers management decisions and fiduciary duties of directors and officers. Professional Indemnity covers professional services provided to clients (e.g., consultants, architects, lawyers). Some companies need both - D&O for management and PI for professional services.

Yes, most D&O policies cover the costs of responding to regulatory investigations and inquiries (e.g., SEBI, RBI, MCA). This includes legal fees, document production costs, and other expenses incurred during the investigation process.

Coverage amount depends on company size, industry, revenue, and risk profile. Typical limits range from ₹1 Crore for small companies to ₹50 Crore+ for large corporations. Factors to consider: company assets, number of directors, industry regulations, and investor requirements.

D&O policies typically provide "run-off" coverage for former directors. This means they remain covered for acts committed during their tenure, even after they leave. Some policies have automatic run-off, while others require purchasing an extended reporting period endorsement.

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