D&O Insurance | Directors and Officers Insurance

Directors' & Officers

Understanding Directors and Officers Insurance (D&O Insurance)

Scott Taylor 23 September 2025

What is Directors' and Officers' insurance?

Directors' and Officers' insurance (D&O insurance) is liability insurance that protects company directors, officers, and board members from personal financial loss if they are sued for decisions made while managing the company. It typically covers legal defence costs, settlements, and claims related to mismanagement, breach of duty, or regulatory investigations.

Is Directors’ and Officers’ insurance necessary?

While it is not a legal requirement, purchasing directors' and officers' insurance is a wise choice for any organisation with a management structure. This ensures that your leadership team will be able to protect themselves should there be legal claims made against them, such as allegations of mismanagement, breach of duty, regulatory investigations, or other decisions made in their capacity as company directors or officers.

Investors may also be reluctant to invest, and individuals may be hesitant to accept a leadership position without sufficient protection in place for them.

What Does Directors and Officers Insurance Cover?

Directors' and officers' insurance typically covers:

Legal defence costs for directors and officers
Settlements and damages arising from claims
Regulatory investigations and legal representation
Claims from shareholders, employees, or third parties
Allegations of mismanagement, breach of duty, or negligence

What Does D&O Insurance Not Cover?

D&O insurance generally does not cover:

Fraud, dishonesty, or criminal acts
Personal activities outside of company duties
Bodily injury or property damage (covered under other policies)
Known claims prior to the policy start date

Does directors' and officers' insurance cover former directors?

Yes, directors' and officers' insurance covers former directors. D&O Policies are designed to protect any individual who, at any point during the policy period, held the position of director, ensuring they are covered for claims arising from their actions or decisions during their tenure.

CAN PRIVATE COMPANIES GET D&O INSURANCE?

Yes, private companies are eligible for directors' and officers' insurance. While publicly traded companies have higher exposure, privately held companies are still at risk.

DOES directors' and officers' INSURANCE COVER REGULATORY INVESTIGATIONS?

Directors' and officers' insurance can include coverage for the cost of legal representation for directors when they are required to attend regulatory investigations into the company's affairs.

How much does Directors’ and Officers’ insurance cost?

The cost of Directors’ and Officers’ (D&O) insurance varies depending on several factors, including the size and structure of the business, industry sector, claims history, and financial stability.

Companies operating in high-risk sectors—such as financial services, technology, or healthcare—typically face higher premiums due to increased exposure to legal and regulatory claims. Publicly listed firms or those with international operations may also see higher costs.

Other pricing factors include the level of cover required, the number of directors and officers insured, and policy limits or extensions (such as cover for investigations or employment practices liability).

At Miller, we tailor D&O insurance solutions to fit your organisation’s unique risk profile. Our strong market relationships help secure competitive premiums and comprehensive protection.

Where can Miller provide directors' and officers' insurance?

Miller provides directors' and officers' insurance to a wide range of organisations across the globe. We work with companies at every stage of their journey—from initial public offerings (IPOs) and listed companies to private firms, multinationals, medium-sized enterprises, and public sector organisations.

Our directors' and officers' insurance solutions are tailored for clients operating in a broad spectrum of industries, including:

Biopharma and life sciences
Construction and infrastructure
Energy and natural resources
Financial institutions and service companies
Mining
Sports clubs and governing bodies
Technology and digital businesses
Travel, leisure, and hospitality

With seven international offices and deep-rooted global market access, we’re able to provide coverage across multiple continents. This global reach, combined with our strong local market insight, allows us to deliver effective D&O insurance solutions wherever your business operates.

What’s the process for getting directors' and officers'insurance?

Getting directors' and officers' insurance doesn’t have to be complicated and at Miller, we make it straightforward. Once you get in touch, here’s what you can expect:

Initial consultation – We’ll learn about your business, leadership structure and risk profile.
Market review – We approach insurers to identify the most suitable options based on your needs.
Tailored recommendation – We present our advice, including coverage limits, pricing and any key considerations.
Policy placement – Once you're happy to proceed, we arrange the cover and ensure everything’s in place.
Ongoing support – We’re here to advise on changes, renewals or any claims that arise.

Get in touch to get your coverage today.

What is the difference between professional indemnity and directors’ and officers’ insurance?

Professional indemnity insurance and directors’ and officers’ insurance both provide liability protection, but they cover different types of risk.

Professional indemnity insurance is designed to protect businesses and individuals who provide professional services or advice. It covers claims brought by clients or third parties for financial loss resulting from errors, omissions, or negligent advice in the course of delivering those services.

Directors’ and officers’ insurance, on the other hand, protects individuals in senior leadership roles—such as directors, officers, and board members— as well as, in many cases, the business itself against claims made personally against them for alleged wrongful acts in the management of a company. This could include breaches of duty, regulatory investigations, or mismanagement.

In short, professional indemnity insurance protects the business against claims about the services it provides, while D&O insurance helps protect both individuals and the business from claims about the decisions they make while running the business.

Examples of Directors' and Officers' Insurance Claims

Examples of real-world D&O insurance claims include:

A shareholder sues directors for mismanagement leading to financial loss
A regulator investigates financial reporting practices
A former employee alleges wrongful termination linked to leadership decisions

Why Choose Miller for Directors’ and Officers’?

Miller's Directors and Officers Liability Insurance

Directors’ and officers’ insurance is a board-level priority—and Miller is trusted to deliver the right protection when it matters most. Our specialist team combines technical expertise, deep market access, and a relentless focus on client outcomes. By choosing Miller, you will:

Benefit from over 150 years’ combined team experience placing D&O insurance for private companies, listed firms, and businesses undergoing major transactions such as IPOs, SPACs, and de-SPACs.
Receive expert guidance through corporate events and structural changes, ensuring leadership protection at every stage.
Navigate complex ownership models, board structures, and regulatory exposures across multiple jurisdictions with Miller’s deep industry knowledge.
Leverage strong relationships with leading underwriters across global insurance markets to secure competitive, flexible terms tailored to your needs.
Partner with a recognised specialist team known for placing significant premium volume and consistently delivering best-in-class outcomes.
Work with a Chartered Insurance Broker committed to professionalism, ethical standards, and putting client interests first.
Experience responsive service with clear communication, quick turnaround times, and ongoing support from a dedicated team focused on your success.

Miller's Directors and Officers Liability Insurance

Get In Touch

Andy Brett

Executive Director - Joint Head of North American Professional and Financial Risks +44 (0) 20 7031 2760 [email protected] Read more

Scott Taylor

Senior Director - Professional and Financial Risks +44 (0) 20 7031 2332 [email protected] Read more

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Frequently Asked Questions

Is directors' and officers' insurance mandatory?

No, it is not mandatory, but it is considered essential for protecting directors and officers from personal liability.
Who is covered under D&O insurance?

Directors, officers, board members, and in some cases senior managers and the company itself.
Why is directors and officers insurance important?

It protects leadership from financial loss, supports investor confidence, and helps businesses attract and retain senior talent.