How to Insure D&O Liabilities


Directors and officers (D&O) liability insurance is insurance coverage intended to protect individuals from personal losses if they are sued as a result of serving as a director or an officer of a business or other type of organization. Directors and officers of for-profit, publicly-held corporations and not-for-profits corporations face a number of legal liability exposures.

This course is designed to give a moderately experienced insurance person a detailed look at the key provisions contained within a corporate directors and officers (D&O) liability insurance policy and how they function within various claims scenarios. The manner in which a D&O policy’s limits, retentions, and coinsurance provisions apply is considered next, followed by a look at the policy’s most important conditions. The course reviews the exclusions section of the policy and the claims-made coverage trigger provisions. 

Learning Objectives

Upon completion of this course, students will be able to: 

  • distinguish among a corporate D&O liability policy’s three major insuring agreements
  • identify the “covered damages” and “covered losses” definitions and recognize how they first define and then limit the scope of coverage the policy provides
  • recognize the extent to which D&O policies provide EPL coverage and how endorsements to the forms can further expand upon the extent of such coverage
  • identify and recognize the impact of the critical policy conditions found within D&O forms, including: severability, cancellation, subrogation, other insurance, arbitration, presumptive indemnification provisions, and priority of payments provisions
  • identify the major exclusions found within D&O policies, distinguishing between the different versions of the same exclusion, and recognizing the rationale for each of these exclusions
  • recognize how excess D&O liability policies are structured to interact with primary D&O coverage and how the major policy provisions function in a claim situation
  • identify the unique exposures of privately held organizations and how the coverage features within the policies differ from those contained in the forms designed to cover corporate/for-profit firms

Designed For

Property and casualty risk, safety, insurance, and finance professionals


A basic understanding of commercial insurance and management liabilities
International Risk Management Institute, Inc. (IRMI) is the premier provider of risk and insurance continuing education and reference publications, and is considered the ultimate authority by leading insurance practitioners. Written by industry experts, IRMI courses provide the most up-to-date, practical and reliable information possible.

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