5 Cities Insurance

Directors & Officers (D&O) Insurance for California Businesses

Directors and officers (D&O) insurance protects the personal assets of individuals serving as directors or officers when they are sued for alleged wrongful acts in their governance roles. It also protects the company when it indemnifies them. It matters for incorporated businesses, nonprofits, and companies with boards or outside investors.

Coverage line pending confirmation

This coverage line is shown for educational purposes. The agency is confirming its availability and authority before it is published as an offered line. Request a quote or ask a question and we will confirm what applies to your business.

Who may need this coverage

  • Companies with a board of directors or advisory board
  • Nonprofits with a governing board
  • Businesses seeking investment or financing
  • Any organization whose decisions could invite shareholder or stakeholder claims

What it may cover

Coverage depends on policy wording, exclusions, limits, and underwriting. The following are commonly addressed, subject to the policy terms:

  • Defense costs for claims against directors or officers
  • Indemnification of insured persons by the company
  • Securities and governance-related claims, where covered
  • Certain regulatory investigations

Common exclusions and limitations

  • Fraud or illegal profit, where uninsurable
  • Bodily injury and property damage — covered elsewhere
  • Prior known acts
  • Claims covered by other policies when the form so specifies

Relevant optional endorsements

  • Side-A coverage for non-indemnifiable claims
  • Entity coverage for claims against the company
  • Outside directorship coverage

Factors that may affect pricing

  • Company size and ownership structure
  • Board composition and governance practices
  • Industry and litigation exposure
  • Selected limits

Information typically needed to request a quote

  • Company structure and board details
  • Financials and ownership
  • Industry and governance overview
  • Desired limits

A realistic example

Situation: A shareholder alleges the board made misleading disclosures that harmed value.

How coverage may respond: D&O can cover defense and certain damages, subject to the policy terms and retentions.

FAQ

D&O Liability questions

Explore D&O Liability for your business

Request a quote with this coverage preselected, or ask a coverage question.