IICJ Paper Protecting Your Organization, Your Board, Yourself: What every in-house counsel needs to know about D&O insurance Shelley Lloyd, Legal and Compliance Consultant, Aon Reed Stenhouse Inc, Canada

As in-house counsel, you are expected to provide input into the analysis and management of risk for your organization. You may also be a director or officer yourself, and thus have direct exposure to some of your organization's management risks. Whether you are counsel to a publicly-traded or privately-held company or to a non-profit organization, you will want to have an understanding of the tools available to address governance risk, which include directors' and officers' liability (D&O) insurance. D&O insurance policies are complex because of the variation in provisions and scope of coverage -- there is no "standard" policy form and each insurance carrier has its own wordings. Clauses touted as coverage enhancements will have pro's and con's depending on the structure and functions of your organization's board. And there are added considerations if your company has operations in multiple jurisdictions. This article discusses D&O insurance and how it fits into an organization’s risk management process, with a focus on items of particular relevance to in-house counsel.
Author
Shelley Lloyd
Shelley Lloyd
Shelley Lloyd joined Aon Reed Stenhouse in Canada in January 2007 as one of the two founding lawyers of the Legal and Research Practice (LARP) within Aon’s Financial Services Group. The group provides risk transfer solutions to many of Canada’s most prominent corporate executives and boards. Shelley has audited and developed wording for management liability insurance policies, and has been successful in reversing coverage denials for Aon’s clients facing claims under management liability and errors and omissions insurance policies. In addition to her role with LARP, Shelley has also served on Aon’s Corporate Compliance team reviewing regulatory issues affecting Aon's insurance brokerage business, providing company-wide training on compliance requirements, and conducting corporate compliance audits. Shelley has recently joined Aon’s in-house Claims team to provide claims advocacy on management liability, professional liability and environmental liability matters. Shelley’s skills and experience provide Aon and its clients the benefit of expertise in regulatory and legislative developments in insurance, compliance evaluation, contract negotiation, coverage analysis, policy language development and claims advocacy. Shelley has contributed to leading industry publications such as the Institute of Corporate Directors and Advisor.ca, and has been a speaker at legal and insurance events including the Professional Liability Underwriters Society’s panel on the Subprime Crisis, and the Association of Corporate Counsel Roundtable, and Canadian Insurance Top Broker E&O and D&O Roundtable. In addition, she has made a number of presentations to corporate boards and collaborated with Canadian law firms on issues of loss control, professional liability, and emerging corporate board exposures. Prior to joining Aon, Shelley was Claims Counsel for Specialty Casualty Claims at Liberty International Underwriters, and was a litigator at Toronto insurance defence firm, McCague, Peacock, Borlack, McInnis & Lloyd. Shelley received an Honours Bachelor of Science from the University of Toronto in 1993, and her law degree from the State University of New York at Buffalo School of Law in 1996. She is called to the bar in New York, Connecticut and Ontario.
Company
Aon Reed Stenhouse Inc
Aon Corporation (NYSE: AON) is a leading global provider of risk management services, insurance and reinsurance brokerage, and human capital consulting. Through its more than 61,000 colleagues worldwide, Aon delivers distinctive client value via innovative and effective risk management and workforce productivity solutions. Aon's industry-leading global resources and technical expertise are delivered locally through more than 500 offices in more than 120 countries. Visit http://www.aon.com for more information on Aon and http://www.aon.com/unitedin2010 to learn about Aons global partnership and shirt sponsorship with Manchester United. Aon Canada offers a range of sophisticated advisory and consulting services in risk control and risk management, reinsurance, and human capital. We design, structure and implement solutions that may involve traditional insurance products or risk-transfer programs, alternative financing techniques, or entirely new products to address a specific problem.
Country
Canada More
Area of Law
Directors' and Officers' Liability More
Business Sector
Insurance More
Month Published
November 2012 More
Edition
Vol. 6, No. 21, Autumn 2012 More
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