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Directors & Officers Insurance in Ohio, for the people who make the calls.

D&O coverage helps protect board members, officers and managers when someone sues over a decision they made. We're an independent agency in Marion and Powell, so we compare several insurance companies and explain the options in plain English.

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The Quick Answer

Directors and officers (D&O) insurance helps protect the people who run an organization, and often the organization itself, when they're sued over management decisions. It typically pays defense costs, settlements and judgments, depending on the policy. Policies are usually built from three parts: Side A covers individuals when the organization can't or won't pay for them, Side B reimburses the organization when it does, and Side C covers the organization's own defense. It's common for nonprofits, HOA and condo boards and private companies. eGoodwin Insurance is an independent agency in Marion and Powell that compares multiple carriers. Call (740) 387-8335.

What it covers
Lawsuits over management decisions
Who buys it
Nonprofits, HOA and condo boards, private companies
Biggest benefit
Defense costs, which can add up fast
Call first
(740) 387-8335
D&O, The Short Version

Good people serve on boards. They shouldn't risk their own savings to do it.

Directors and officers make decisions every day: who to hire, how to spend the budget, which contract to sign, when to raise dues or change a policy. Most of the time those decisions are fine. But anyone who disagrees with one can file a lawsuit, and the people who made the call can be named personally. That's where D&O insurance comes in.

D&O coverage helps pay legal fees, settlements and other costs when directors, officers and managers are sued over how they ran the organization. Typical allegations include mismanaging funds, failing to follow workplace rules, misstating the organization's finances, inadequate disclosure and reporting errors. Even a claim with no merit has to be defended, and defense costs are often the largest part of the bill.

A common myth is that only big public companies need D&O. In practice, nonprofits, HOA and condo association boards and small, privately owned companies get sued too, and their volunteers and owners usually have the most personal exposure. A good D&O policy can also make it easier to recruit board members, because they know the organization has their back.

We're an independent agency, so we represent multiple insurance companies. We'll walk through your organization, compare D&O options across several carriers, and explain what each policy does and doesn't cover. Nothing on this page is legal advice.

What D&O typically covers. Side A, B and C, simply.

Most D&O policies are built from three insuring agreements, plus the costs that come with defending a claim. Exactly what's included depends on the policy.

Side A
Side A

Personal protection for directors & officers

Pays for individual directors and officers when the organization can't or won't cover them, for example if it lacks the money or isn't allowed to indemnify them. It's the part that protects personal assets most directly.

Side B
Side B

Reimbursement to the organization

When the organization does pay to defend its leaders, as many bylaws require, Side B reimburses the organization for those costs. The money goes back to the entity, not the individual.

Side C
Side C

Entity coverage

Covers the organization itself when it's named in a covered lawsuit along with, or instead of, its leaders. On private company and nonprofit policies, this is often a key part of the coverage.

Core
Defense

Legal defense costs

Attorney fees and court costs to respond to a claim, even one that turns out to be baseless. On many D&O policies, defense costs reduce the limit, so the limit you choose matters.

Core
Decisions

Management decisions

Claims that leaders mismanaged funds, breached their duties, failed to follow the rules or misreported the organization's finances. Members, donors, investors, vendors and regulators can all bring them.

Not covered
Other risks

What D&O usually leaves out

Bodily injury and property damage belong on general liability. Intentional fraud and illegal profit are typically excluded once proven. Employment claims may need EPLI, depending on the policy.

Who needs D&O coverage. More organizations than you'd think.

If someone makes decisions on behalf of others, someone can disagree with them in court. These are the organizations we talk with most about D&O.

Serving on a board? Let's check what protects you.

Tell us about your organization, your board and what you already carry. We'll explain the options and compare D&O across several carriers. Free, no pressure.

How It Fits

How D&O fits with your other coverage.

D&O is one piece of a business or nonprofit insurance program. It's worth knowing where it starts and stops.

D&O vs. general liability

General liability responds to bodily injury and property damage, like a visitor who slips at your event. D&O responds to financial harm someone says your leaders caused through their decisions. Most organizations need both. See our business insurance overview for the core package.

D&O vs. employment practices liability

Claims from employees, like wrongful termination, discrimination or harassment, are some of the most common claims organizations face. Some D&O policies include employment practices coverage, and others leave it out. If yours doesn't, EPLI fills that gap.

D&O vs. professional liability

If your organization provides a professional service, like counseling or consulting, mistakes in that service fall under professional liability, not D&O. D&O is about how the organization is run.

Claims-made coverage and limits

D&O is usually written on a claims-made basis, which means the policy in force when the claim is made generally responds, subject to its retroactive date. Keep coverage continuous when you switch carriers. And because a commercial umbrella often doesn't extend over D&O, choose a D&O limit that stands on its own. We'll walk through it with you.

D&O insurance questions. Straight answers.

What does directors and officers insurance cover?

D&O insurance helps pay legal defense costs, settlements and judgments when directors, officers and managers are sued over decisions they made running the organization.

Typical allegations include mismanaging funds, breaching their duties, failing to follow workplace rules or misreporting finances. Many policies also cover the organization itself. Exactly what's covered depends on the policy.

What's the difference between Side A, Side B and Side C?

Side A covers individual directors and officers when the organization can't or won't pay for their defense. Side B reimburses the organization when it does pay to defend them.

Side C covers the organization itself when it's named in a covered claim. Most private company and nonprofit policies combine all three, but the details vary, so we'll walk through yours.

Does a small nonprofit really need D&O?

Often, yes. Nonprofit boards make decisions about donor money, programs, staff and volunteers, and anyone who disagrees can sue. Volunteers can be named personally.

Defense costs alone can strain a small organization's budget. D&O can help protect both the board members and the nonprofit. We'll look at your size and activities and tell you honestly what makes sense.

Does our HOA or condo board need D&O coverage?

Many associations carry it. Boards set dues, approve special assessments, enforce rules and hire vendors, and owners who disagree sometimes take it to court.

Check your association's governing documents too, since some require it. Ask us to review what the association carries now and how it lines up with the rest of its coverage.

Do small private companies need D&O?

Smaller companies get sued too. Investors, lenders, customers, vendors, competitors and regulators can all bring claims against owners and officers.

If you have outside investors, a board, or plans to raise money or sell the business, D&O deserves a close look. If the company is just you, other coverage may matter more first. We'll tell you which.

Are defense costs included in the limit?

On many D&O policies, yes. Defense costs are paid from the same limit as settlements and judgments, so a long legal fight can use up part of the limit before a claim is resolved.

That's one reason the limit you choose matters. Ask us to explain how your policy handles defense costs.

What does D&O usually not cover?

Bodily injury and property damage claims belong on general liability. Intentional fraud and illegal profit are typically excluded once proven.

Employment claims may or may not be included, depending on the policy, which is where EPLI comes in. Read the exclusions with us before you buy.

Why use an independent agency for D&O?

We represent multiple insurance companies, so we can compare D&O options instead of offering one company's policy. We work for you, not an insurance company.

Mark Goodwin has been a licensed insurance professional since 1990, and we stay with you from the first quote through renewals as your organization changes.

Still have questions? Call (740) 387-8335. We'll give you a straight answer.

Protect the people who lead.
We'll shop the coverage.

Tell us about your organization and your board. We'll compare D&O options across several carriers and explain them in plain English.