Directors & Officers Insurance (D&O)
Ever heard of Directors & Officers Insurance (D&O) before?
Directors & Officers provides financial protection for the directors and officers of your company in the event they are sued in conjunction with the performance of their duties as they relate to the company. Think of Directors and Officers Insurance as an Errors and Omissions policy for the Management team. Directors & Officers can be held personally liable for the decisions they make as leaders of a private company. Being private does not mean that the decisions of your board are immune from public scrutiny. Shareholders, employees, customers, suppliers, competitors, and even the government may bring an action against your private company and its board. A corporate shield and broad by-laws offer board members and employees some protection. Unfortunately, in many cases, it is not adequate.
Typical lawsuits against directors and officers include allegations of:
Mismanagement of operations or company assets
Self-dealing and conflicts of interest
Misrepresentation during the sale of company assets
Misrepresentation in a private placement prospectus
Acts beyond authority granted in by-laws
Violation of certain state and federal laws
Breach of fiduciary duties