The Directors and Officers Liability policy provides financial protection for the management of the company. Reimbursement is provided for defense, settlement or corporate indemnification costs arising from claims as a result of director or officer actual or alleged covered wrongful acts.
Eligibility: Utility, power, energy or related risks are eligible policyholders.
Limit capacity: Up to US $50 million on a primary or excess basis.
Continuity credits: Premium credits are available for all eligible policyholders.
Application definition: Does not include prior written applications and only relies on public filings within the last twelve months.
Claim definition: Includes costs incurred by a director or officer associated with a subpoena, interview or request for documents by an enforcement authority or the insured organization.
Defense Costs definition: Expanded to include costs incurred by directors and officers in connection with SOX and Dodd-Frank compensation repayment.
Director and Officer definition: Includes the general counsel and risk manager, as well as non-officer employees covered for securities claims and as Clean Air Act representatives.
Indemnity definition: Does not exclude pollution clean-up costs and includes taxes incurred if directors and officers are liable due to corporate insolvency or as a result of loss payment.
Securities Claim definition: Includes criminal or administrative proceedings against the entity while the claim is also made against a director or officer.
Conduct exclusion: Only triggered by final non-appealable adjudication in the underlying proceeding.
Entity vs. Insured exclusion: Does not exclude claims by directors and officers against other insureds.
Representations and Severability provisions: Policy is non-rescindable under Insuring Agreement A.
Reporting and Notice provision: Notice of claim is "as soon as practicable" with no mandatory post-policy reporting window. Notice of circumstances permitted during discovery period.
Presumptive Indemnification provision omitted: If a director or officer has not been provided indemnification within 60 days, loss payments will be advanced without applying the retention.
Priority of Payments provision: The Chairman or CEO can delay a claim payment to preserve limits for future non-indemnifiable loss of the directors and officers.
Cancellation provision: Policy may only be canceled for non-payment.
Broad entity coverage is available for cooperatives and public power risks.