Protection for your business, peace of mind for you

Protection for your business,
peace of mind for you
Directors & Officers Liability Insurance
Directors and Officers insurance
Because your world
has changed forever
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The global economic crisis may be passing into history, but its
effects on management decisions and corporate actions may
be far reaching and long lasting.
Recent events have changed the rules of the game for
The threat is growing in all business and industry segments
businesses the world over. Many countries are considering
– and the legal, financial and personal consequences for
new laws and regulations to prevent future financial crises.
corporate leaders and their companies can be enormous.
The actions of corporate officers and directors are coming
In this environment, officers and directors as well as the
under closer and more sustained scrutiny by regulators,
fortunes of the organizations they lead, may be in greater
shareholders, the media and the public at large. At the jeopardy than ever before. Even when falling stock prices or
same time, a litigation culture that first sprouted in North
failed investments have more to do with business cycles than
America is taking root around the world – a trend likely
bad decisions, that’s no protection against costly, potentially
to spread in the aftermath of economic upheaval and
crippling liability claims.
lingering uncertainty.
Insolvency – A leading cause of D&O suits worldwide
• In 2008, Western Europe experienced 150,000 corporate insolvencies, with increases up to 30 percent over 2007 in France,
Italy and the UK.
• In 2009, the US saw 5,000 insolvency filings during the first quarter, with economists projecting up to 60,000 by the end
of the year – a 50 percent increase over 2008.
• Insolvencies in Japan are up 15 percent in 2009.
• Outside of the US, 90 % of lawsuits against companies in bankruptcy and their directors are filed by bankruptcy trustees
on behalf of debt holders.
Source: The Creditreform Economic Research Unit 2008/9.
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The challenges you face as a director or officer
may be greater than any
you have faced before
The world has indeed changed, and the challenge
of increasing D&O litigation is one of the most
troubling of these changes.
The lingering impact of the global financial crisis, both
in terms of increased regulatory activism and continued
investment volatility, may expose corporate officers as well
as internal and external directors to new risks of litigation
with every decision they make or support.
A change in leadership and policy direction at the federal
level in the US is almost certain to result in increased
potential for tougher regulation, and with it the potential
for increased penalties and liabilities. Similar changes in other
countries, again prompted by calls for action in the wake
of financial upheaval, will have similar effects on the
potential for litigation. Increasingly, not only
corporate assets but also the personal assets
of directors and officers may be at risk.
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Your challenges today…
• Economic uncertainty is driving increased scrutiny
of corporate decisions.
• Increasing scrutiny will inevitably result in more regulation and litigation.
• Inconsistent regulation may mean growing compliance uncertainty.
• Changing political environments may alter the levels
A corollary is the fact that recruiting and retaining capable,
of risk related to environmental impairment, compliance,
talented directors and officers may be more difficult than
business practices and other factors.
before. And being unable to access the talent you need in
• Directors’ and officers’ personal assets, careers and
reputations may be at increased risk.
Corporate leaders in today’s environment often must make difficult decisions to preserve businesses and protect
balance sheets, from divestitures and the exiting of markets
to plant closings and staff reductions – decisions that can
raise objections from such diverse groups as shareholders,
difficult times can place the organization at even greater risk.
The need for dependable, flexible and globally responsive
Directors & Officers (D&O) liability insurance has never been
greater, nor the stakes higher. Zurich understands what’s at stake. We are here to help your world with D&O liability
insurance designed for the environment you are dealing with today.
employees, local community leaders, political activists and
others. In this environment, such actions are virtually certain
to increase the frequency and potential severity
of D&O litigation.
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Zurich D&O insurance is the help
you need to cope with the
challenges of a new
business landscape
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Zurich delivers D&O liability solutions, knowledge and
capacity to meet the complex needs of corporate leaders
in these unprecedented times.
­Zurich understands the risks directors and officers face
We write D&O policies that can respond in 140 countries,
in a dramatically changed world. We have seen the rise in
with compliance protocols that help ensure that your
frequency and severity of D&O litigation and its effects on
coverage is securely aligned with all local liability regulations.
individuals and organizations. And we deliver coverage and
And we deliver that protection with a single, global
strategies designed to protect corporate and personal assets
underwriting team working together to help you protect
against claims brought around the world.
your balance sheet with all the local and international
experience and knowledge Zurich has to offer.
Why choose Zurich for D&O insurance?
• A single-minded focus on delivering flexible D&O
coverages in full compliance with all local insurance
regulations to prevent surprises at the time of a claim.
• The ability to provide dependable D&O programs in 140 countries.
• A dedicated underwriting team experienced in the design
of reliable D&O programs.
• Quick to turn around quotes.
• Direct access to decisions makers due to a flat chain
of command.
• ‘Side-A’ coverage that helps shield directors’ and officers’
personal assets.
• The financial strength and reputation of one of the
world’s leading insurance organizations.
How Zurich’s D&O proposition can offer you peace of mind
• Ability to write D&O policies in 140 countries.
• Portable coverage that moves with directors and officers.
• Worldwide coverage response.
• Limited insured-versus-insured exclusions.
• Company securities claims cover.
• No pollution exclusion.
• Broad definition of financial loss.
• Non-rescindable/Non-avoidable policy language • Broad definition of subsidiary.
and severability.
• Numerous extensions of coverage.
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Broad D&O coverage with consistent,
worldwide response and global compliance
We offer a broad definition of financial loss, including:
Key D&O insurance extensions can include:
• pre- and post-judgment interest on covered judgments
• defense costs incurred to attend formal hearings
• plaintiff’s attorney fees awarded on a covered judgment
or investigations of company actions
• punitive, exemplary, multiple and aggravated damages
• payment of bail bonds and civil bonds
• civil penalties assessed against any insureds pursuant to the
• payment of prosecution costs of an insured person
United States Foreign Corrupt Practices Act or similar laws
in any other jurisdictions.
• express coverage for payment of extradition costs
• emergency defense costs up to 10 percent of the limit of liability
• specific runoff coverage for past outside entity executives
and for past subsidiary companies
• excess limit of liability for non-executive directors.
A-Side D&O coverage takes protection to a higher level
With increasing scrutiny on corporate governance,
corporate bankruptcy when policies may be ‘frozen’
accountability and ethics, directors and officers may need
as corporate assets
a broader, more robust safety net to protect their personal
assets in the event of a claim. Zurich’s optional A-Side
D&O coverage:
• provides broader coverage than standard D&O policies
since it is purchased as a supplement
• protects the individual director or officer when no • coverage kicks in before a director or officer must
other coverage may be available, such as in cases of
use his or her own financial resources to initiate
a legal defense.
Choose Zurich
for fully compliant
D&O programs in
140 countries.
For further
information, please
speak with your usual
Zurich contact
or broker.
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A global network
ensuring fully compliant D&O coverage
One of the ironies of globalization is that while business is
increasingly global, virtually all regulation remains local.
In few industries is this principle more relevant than
insurance. Some countries permit D&O policies to be written
only by ‘admitted’ insurance companies, while others may be
open to all qualified insurers. Other nations may require
policies to be written only by domestic carriers or exclusively
in local languages, whether locally issued or not. Still others
may require claims to be paid only to local subsidiaries, not to
a company’s corporate headquarters in another country. The
risks of non-compliance with local regulations can include
voided coverage, heavy fines, taxes or penalties, and even
criminal charges against local managers, in extreme cases.
Zurich can be the firewall you need to protect you against
local regulatory risk. We combine a vast multinational
Ensuring your security through airtight global compliance
Zurich’s Multinational Insurance Proposition (Zurich MIP)
helps ensure that your D&O insurance program will comply
with all applicable regulations in every country where you do
business. The professionals behind Zurich MIP monitor all
relevant insurance regulations to ensure that your program
is securely compliant. And a proprietary, Zurich tool, the
Multinational Insurance Application (MIA), ensures that all
changing regulatory and tax law information contained
about the countries where you do business within the MIP
database is current and up-to-date. MIA helps ensure that
Zurich MIP is the most advanced compliance protocol of its
type in the global insurance industry today – and we are
constantly working to keep it that way.
network with an intimate knowledge of local compliance
issues. Zurich has the ability to underwrite D&O insurance in
more than 140 countries, as an admitted carrier in many, on
a non-admitted basis in many others and through a network
of carefully selected, financial strong local partners in
Worlds of difference…
countries where a strictly local participant is required. And
we thoroughly understand the statutes and requirements in
every one of those countries thanks to a network of 124
legal teams around the world.
For example, in Argentina and China,
subsidiaries can only be insured by liability
policies issued by local insurers.
For example, local language policies are required in
Russia and Japan.
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Your Zurich D&O claims team –
The help you need
when it matters most
D&O claims can be complicated and may take a long time to
settle, resulting in cases that can run into the millions in legal
fees and associated costs. Effectively managing such claims
How can you be sure your D&O claim will be paid in case of an insured loss?
takes the knowledge and experience of Zurich’s dedicated
Spiking claims in uncertain economic times are no surprise,
D&O professionals. Our global D&O claims team works with
but the proliferation of class action suits dramatically
120 lawyers with deep understanding and insight to help
increases the pressures on directors and officers to unravel the complexities of these types of claims.
make sure their D&O policies will respond to potentially
catastrophic circumstances. Carefully read your existing policy:
• Is the language non-rescindable?
• Does your policy provide automatic coverage for newly
acquired subsidiaries?
• Does your policy address past liabilities?
• Is your coverage portable in the event of a career move?
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Claims
notification
Smoother claims
handling when you
need it the most
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If your D&O policy is written by
Zurich, the answer to each of
these questions is ‘Yes?’As soon
as your claim is reported, a
Zurich D&O claims specialist
Transparent
communications
will contact you and your
broker to open lines
of communication, gather
Gu
ide
best lines and
practice
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information and facilitate full
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disclosure – steps that are
necessary to launch a smoother
investigation and achieve a more
favorable outcome. The entire
claims process is built around the
principle of open, transparent
communication – and the promise that
Zurich will be on your side from initial
report through final disposition.
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Where to find us:
Asia Pacific
Australia
Zurich Australian Insurance Limited
ABN 13 000 296 640 AFSL No. 232507 of 5 Blue Street,
North Sydney, NSW 2060, Australia
China
Zurich Insurance Company Ltd, Beijing Branch
Suite C, 21st Floor, Gateway Tower A
No. 18 Xia Guang Li, North Road, East Third Ring
Chao Yang District, Beijing 100027, China
Hong Kong
Zurich Insurance Company Ltd, Hong Kong Branch
24-27/F, One Island East, 18 Westlands Road
Island East, Hong Kong
A company incorporated in Switzerland with limited liability.
Global Corporate in Asia Pacific or GCiAP is a brand name
for Zurich Insurance Company Ltd, Hong Kong Branch
Indonesia
P.T. Zurich Insurance Indonesia
Sudirman Plaza, Indofood Tower, 8th Floor, Jl. Jend.
Sudirman Kav. 76-77-78, Jakarta 12910, Indonesia
Japan
Zurich Insurance Company Ltd,
Japan Branch
Shinanomachi Rengakan
35 Shinanomachi, Shinjuku-ku, Tokyo 160-0016, Japan
Malaysia
MCIS Zurich Insurance Berhad
Wisma MCIS ZURICH
Jalan Barat
46200 Petaling Jaya, Malaysia
New Zealand
Zurich Australian Insurance Limited
(incorporated in Australia) trading as Zurich
New Zealand ABN 13 000 296 640
55-65 Shortland Street, Auckland 1010, New Zealand
Singapore
Zurich Insurance Company Ltd, Singapore Branch
50 Raffles Place, 29-01 Singapore Land Tower, Singapore 048623
Taiwan
Zurich Insurance (Taiwan) Ltd
No. 56, Tun Hwa North Road, Taipei, 10551, Taiwan
www.zurich.com.tw
Europe
Belgium
Zurich Global Corporate Benelux
Zurich Insurance plc, Belgium Branch
Avenue Lloyd George 7, 1000 Brussels, Belgium
Reg. No: 0882 245 682
Denmark
surplus lines brokers.
Zurich Global Corporate Nordic
Zurich Danmark, Filial af Zurich Insurance plc
Ireland
(CVR.nr. 31184606, Ehrvervs-og Selskabsstyrelsen)
Edvard Thomsens vej 10 st.mf., DK-2300 Copenhagen SV, Denmark
130892A01 (04/10) ZCA
Zurich Global Corporate Nordic is a trading name for
Zurich Danmark, Filial af Zurich Insurance plc, Ireland
Finland
Zurich Global Corporate Nordic
Zurich Insurance plc, Finland Branch
(Reg No: 1996555-8, National Trade Register)
Tammasaarenkatu 3, FI-00180 Helsinki, Finland
Registered Office of Zurich Insurance plc:
Zurich House, Ballsbridge Park, Dublin 4, Ireland
France
Zurich Global Corporate France
Zurich Insurance plc, France Branch
96, rue Edouard Vaillant, 92309 Levallois-Perret cedex,
France
RCS Nanterre 484 373 295
Germany
Zurich Global Corporate Germany
Zurich Versicherung Aktiengesellschaft (Deutschland)
Solmsstrasse 27-37, D-60444 Frankfurt am Main, Germany
Ireland
Zurich Insurance plc
Zurich House
Ballsbridge Park, Ballsbridge, Dublin 4, Ireland
Registered in Ireland under company registration
number 13460
Italy
Zurich Global Corporate Italy
Zurich Insurance plc - Rappresentanza generale per l’Italia
Via Benigno, Crespi 23, Milan, Italy I-20159
Zurich Insurance plc, Ireland, stock capital 125.000.000 i.v.
Companies Register of Milan n. 05380900968
ISVAP Companies Role n. 1.00066
Netherlands
Zurich Global Corporate Benelux
Zurich Insurance plc, Netherlands Branch
Zurichtoren
Muzenstraat 31, NL-2511 VW Den Haag, Netherlands
Chamber of commerce Den Haag No: 27293233
Norway
Zurich Global Corporate, Nordic
Zurich Insurance plc, Norway Branch
(Reg No: 991 803 017, Foretaksregistret)
Drammensveien 149, P.O Box 574 Skøyen, NO-0214 Oslo,
Norway
Zurich Global Corporate, Nordic is a trading name for Zurich
Insurance plc, Norway Branch
Spain
Zurich Global Corporate Spain
Zurich España Compañía de Seguros y Reaseguros, S.A.
Via Augusta, 200, E-08021 Barcelona, Spain
Sweden
Zurich Global Corporate Nordic
Zurich Insurance plc, Sweden Branch
(Reg No: 516403-8266 Bolagsregistret)
Linnégatan 5, P.O. Box 5069, SE-102 42 Stockholm,
Sweden
Zurich Global Corporate, Nordic is a trading name for Zurich
Insurance plc, Sweden Branch
Switzerland
Zurich Global Corporate Switzerland
Zurich Insurance Company Ltd
Austrasse 46, CH-8045 Zurich, Switzerland
United Kingdom
Zurich Global Corporate UK
London Underwriting Centre, 3 Minster Court, Mincing
Lane, London EC3R 7DD, England.
www.zurich.com/corporatebusiness
Zurich Global Corporate UK is a trading name of:
Zurich Insurance plc.
A public limited company incorporated in Ireland
Registration No. 13460. UK branch registered in England
and Wales Registration No. BR7985.
Registered Office: Zurich House, Ballsbridge Park, Dublin 4,
Ireland. UK Branch Head Office: The Zurich Centre, 3000
Parkway, Whiteley, Fareham, Hampshire PO15 7JZ.
Authorised by the Irish Financial Regulator and subject to
limited regulation by the Financial Services Authority. Details
about the extent of our regulation by the Financial Services
Authority are available from us on request. FSA registration
number 203093. These details can be checked on the FSA’s
register by visiting their website www.fsa.gov.uk/register or
by contacting them on 0845 606 1234
Latin America
Argentina
Zurich Argentina Cia. de Seguros S.A.
Cerrito 1010, Buenos Aires C1010AAV, Argentina
Bolivia
La Boliviana Ciacruz de Seguros y Reaseguros S.A.
Calle Colón No. 288, 2nd floor, La Paz, Bolivia
Brasil
Zurich Brasil Seguros S.A.
Rua Dr. Geraldo Campos Moreira, 240/5,6,7 andar
Brooklin Novo, Sao Paulo-SP, Brasil
Chile
Chilena Consolidada Seguros
Generales S.A.
Av. Pedro de Valdivia 195, Santiago, Chile
México
Zurich, Compañía de Seguros, S.A.
Boulevard Manuel Avila Camacho
No. 126, Col. Lomas de Chapultepec, 11000 México
Venezuela
Zurich Seguros, S.A.
Avenidas Francisco de Miranda y Tamanaco con Calle
Mohedano
Edificio Centro Seguros Sud América
pisos 6,7 y 8, Urb. El Rosal, Caracas, Venezuela
Middle East
United Arab Emirates
Zurich Insurance Company Ltd (DIFC Branch)*
The Gate Building
Level 06, The East Wing
Dubai International Financial Centre
P.O. Box 50289
Dubai, United Arab Emirates
Tel: +971 (0)4 363 4444
*Zurich Insurance Company Limited (DIFC Branch) is
registered in Dubai, UAE. Registration number 0840.
Regulated by the Dubai Financial Services Authority.
This is intended as a general description of certain types of
insurance and risk engineering services available to qualified
customers through the companies of Zurich in the Middle
East. Zurich does not guarantee particular outcomes and
there may be conditions on your premises or within your
organisation which may not be apparent to us. Your policy
is the contract that specifically and fully describes your
coverage. The description of the policy provisions gives a
broad overview of coverages and does not revise or amend
the policy.
Coverages underwritten by member insurance companies
of the Zurich Financial Services Group, including but not
limited to, Zurich Insurance Company Ltd. Certain coverages
are not available in all jurisdictions. Certain coverages may
be written on a non-admitted basis. All coverages presented
in the brochures are subject to individual insurance policy
terms, conditions, exclusions and limitations.
www.zurich.com