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Everything You Need to Know About Directors' and Officers' Liability Insurance

When disputes arise, the liability of directors is assessed based on the legal principle that every director must be able to perform his or her managerial duties properly. The fundamental principle of this law is that the board bears collective liability if improper management causes damage to, for example, the foundation, and the director can be held seriously accountable for this.

Directors’ liability can be easily covered by taking outdirectors’ liability insurance. If you serve as a director or supervisory board member, you may be held personally liable with your private assets if, for example, you cause damage due to improper management. If you do not obtain insurance for this, such actions can have serious consequences for you personally. You can cover the risks you face for errors made while performing your duties by obtaining directors’ and officers’ liability insurance.

What is directors' and officers' liability insurance?

Directors’ and Officers’ Liability Insurance is an important form of insurance for directors, supervisory board members, and regulators. This insurance protects the personal assets of directors, supervisory board members, and regulators against the risk of being held personally liable for pure financial loss resulting from errors, omissions, or negligence in the performance of their duties. This applies, for example, to financial losses resulting from a management error caused by you or a fellow director. As a board, you must always perform your duties properly. If damage occurs due to improper management, the entire board is personally liable. To protect yourself against this, you can purchase directors’ and officers’ liability insurance. All legal costs, including the costs of a lawsuit, are covered under the liability policy.

Why Get Directors' and Officers' Liability Insurance?

Directors’ and officers’ liability insuranceprotects a director’s personal assets in the event that he or she is held liable. When you are appointed as a director of, for example, an association, you do not immediately consider potential future liability issues. However, due to recent changes in the law and case law, there is an increasing likelihood that directors will be held personally liable for the financial consequences of mistakes made by the board. This also means that a director’s personal assets may be subject to claims.

Directors’ and Supervisors’ Liability Insurance covers the personal liability of directors and/or supervisory board members up to the insured amount. This insurance ensures that the financial risk for directors and supervisory board members remains limited and that their personal assets are protected against errors or alleged errors. Personal liability insurance does not provide coverage for directors and supervisory board members.

What does directors' and officers' liability insurance cover?

In addition to the insured’s personal liability as a director, liquidator, or supervisory board member for pure financial loss resulting from an act or omission, the following matters are also covered under the directors’ and officers’ liability insurance:

  • Liability for Improper Performance of Duties

If you are held liable for damages resulting from the improper performance of your duties.

  • Liability for Tort

When you are held liable for damages resulting from the commission of a tort.

  • Internal and External Liability

Liability for damages caused by the organization you manage (internal) and liability for damages caused to third parties (external).

  • Legal Assistance

The costs of defense and legal assistance are covered by insurance, even in cases involving unfounded claims.

  • Walk-in

If, after the effective date of the insurance, someone holds you liable for an incident that occurred before the effective date, that incident is covered, unless otherwise specified. You must not have been aware of the claim or circumstance at the time the insurance took effect.

  • Runway

If, after the insurance policy has ended, you are held liable for an incident that occurred before the policy’s expiration date, coverage may be purchased in certain cases.

What is not covered?

Damage caused intentionally or resulting from fraud or property crimes such as theft, deception, or forgery is not covered. In addition, the following items are also not covered under professional liability insurance.

  • Fines and Penalties
  • No coverage in the United States
  • Insured persons within the same entity are not considered third parties
  • Damages resulting from failure to comply with legal obligations regarding accounting and financial statements
  • Liability for damages arising from legal acts that have provided you with a personal benefit or that were intended to provide such a benefit.

Premium

Thepremium for directors’ and officers’ liability insurance depends on the organization for which you’re purchasing the insurance and the amount to be insured. At Alpina.nl, we’ve already included an overview of estimated premiums for the various policies. This will give you an idea of what the premium for directors’ and officers’ liability insurance might be. Taking out this insurance is a customized process, which means you can request a quote from us. Within two business days, you’ll receive a personalized quote via email. If you accept the quote, you can purchase the insurance directly from us.

Compare

Are you considering purchasing directors’ and officers’ liability insurance? Then, of course, you’ll want to know how much such insurance costs and where you can best purchase it. You can do this by comparing directors’ and officers’ liability insurance policies. At Alpina.nl, we’ve already compiled an overview of the premiums for the various policies for you. This will give you an idea of the insurance premium. Of course, you can also request a quote from us right away. You’ll receive a quote tailored to your personal situation via email within 2 business days.

How much does directors' and officers' liability insurance cost?

The cost of directors' and officers' liability insurance depends on the organization for which you are purchasing the insurance and the amount of coverage. Request an online quote here, and you’ll receive it by email within 2 business days. We’ve calculated an estimate of the premium below.

You can easily request a quote for directors’ and officers’ liability insurance online. Do you have any questions about purchasing directors’ and officers’ liability insurance, or would you like to speak with one of our insurance specialists first? Please feel free to contact us! You can reach us by phone at 085 – 013 1109. We’re here to help Monday through Friday from 8:00 a.m. to 6:00 p.m.

Premium Estimate for Directors' and Officers' Liability Insurance

(The premium quoted does not include one-time policy fees and the 21% insurance tax. Request a quote online here, and you'll receive it by email within 2 business days.)
Monthly premium
HOA starting at €43.00 Calculate Premium
Director Starting at €13.00 Calculate Premium
Foundation starting at €23.00 Calculate Premium

Who is directors' and officers' liability insurance intended for?

Directors’ and officers’ liability insurance is not mandatory, but it is recommended. Costs resulting from damages caused by management errors can be substantial and are often difficult to predict. Claims for damages are filed more quickly, and determining liability is often complex.

As a director or board member, you deal with various partners. Problems can always arise—for example, conflicts among members, divisions within the board, or issues with delinquent debtors. If claims for damages are filed, they can be substantial. Naturally, you want to protect your personal assets as best as possible and avoid having to pay for the damages out of your own pocket.

Directors' and officers' liability insurance helps you reduce your financial risk. There are various types of directors' and officers' liability insurance: for associations and foundations, homeowners' associations, and private limited companies.

Foundation

You are a board member of a foundation. As such, you are (jointly) responsible for the decisions made by the foundation. It doesn’t matter whether the foundation is large or small. Does your foundation have multiple board members? Do these board members make decisions individually or collectively? If so, it’s wise to purchase directors’ and officers’ liability insurance. When multiple board members make various decisions, there is a risk of errors. These errors could have negative consequences for the foundation and may result in damages. If you or the foundation is held liable, it’s reassuring to have coverage for those types of liability. After all, you don’t want to lose your entire personal fortune.

Association

A special basic directors and officers liability (D&O) policy has been developed for associations and foundations with total assets of up to €2,500,000. As a director of an association or foundation, you may be held personally liable for the financial consequences of errors made by the board. Even if the claim is not upheld, it can still result in significant legal defense costs. In addition, you may also be held personally liable if you perform board duties for the association or foundation without compensation. In that case, directors’ and officers’ liability insurance is a must.

HOA

A liability claim can have significant financial consequences for both the Homeowners’ Association (VVE) and the individual board members. This is because board members are jointly and severally liable, and in the event of a claim, their personal assets may be subject to recovery. Directors’ and Officers’ Liability Insurance protects you as a director of a Homeowners’ Association if you are held liable for errors made while performing your duties. This protection applies even if your personal assets are targeted. It does not matter whether you receive compensation for your work or not.

For Volunteers

A board position is often held on a volunteer basis. Normally, a volunteer who causes damage must compensate for it personally. However, if you hold a board position as a volunteer, you can also take out directors’ and officers’ liability insurance. Directors’ and officers’ liability insurance ensures that you are covered if you are held personally liable for failing to perform your duties properly or for acting beyond your authority. With this insurance, your personal assets as a board member—including as a volunteer—are protected, and any potential financial loss is covered. Directors’ and officers’ liability insurance is therefore also intended for volunteers who hold a board position.

Sole Proprietorship

A sole proprietor is personally liable for any debts incurred by his or her business. This is because a sole proprietorship does not have separate legal entity status. In fact, the assets of the sole proprietorship are the assets of the owner/founder. This means you are already personally liable for paying taxes and social security contributions. If a sole proprietorship incurs obligations that are not paid, the owner is held personally liable and must pay them. The same applies to a general partnership (VOF).

Nonprofit

Many board members assume that they and their fellow board members take their responsibilities seriously and will not make irrational decisions. However, managing a nonprofit organization involves more than just governing or overseeing the association or foundation. In practice, a board member can be held liable both from within and from outside the association. For example, if an association has new fields constructed by a non-specialized contractor simply because it’s cheap. However, the fields are rejected by the leagues and must therefore be replaced. By then, the contractor has been declared bankrupt, and the association ends up incurring double the costs. The association’s members can hold the board liable.

Cooperative

A cooperative is a business, which means you can purchase the same types of insurance. As a member of a business’s board, you are often jointly responsible for day-to-day operations and implementing company policy. You deal with many different shareholders on a daily basis. This can easily lead to conflicts. Board members can be held liable, for example, for mismanagement or if the company goes bankrupt due to financial errors. Prevent yourself from being personally liable for these mistakes and take out directors’ and officers’ liability insurance.

What are the implications of the WBTR?

TheAct on the Management and Supervision of Legal Entities, or WBTR for short, has been in effect since July 1, 2021.

This law was enacted in response to numerous incidents and abuses that have occurred in recent years. These were due to poor governance.
The goal of the WBTR is to promote professionalization through, among other things:

  • Improving Governance and Oversight of Associations and Foundations
  • Preventing mismanagement, irresponsible financial management, self-enrichment, abuse of position, and other undesirable activities that harm associations and foundations.
  • Promoting Good Governance

This applies to associations, foundations, cooperatives, and mutual insurance companies. Homeowners’ associations and religious congregations are not covered by the WBTR.

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