iNED Forum – D&O review

The potential liabilities to which Non-Executive Directors are exposed require careful consideration. In effect, NEDs owe the same duties to the company as Executive Directors, including: ‘Acting with reasonable skill and care’ and ‘Promoting the success of the company’, meaning that NEDs share the same corporate responsibilities and – importantly – personal exposures.

Being up to date with the latest legal and regulatory developments, and the liability landscape, as well as the implications specifically for Non-Executive Directors, is essential, as is knowing and understanding the recourse and protection your D&O policy affords you in respect of claims and legal costs should the need arise.

Our panel of experts will be discussing the key themes and latest trends in D&O liabilities and the insurance market, coverage and claims, with specific reference to and emphasis on:

(1) The evolving D&O risk landscape for board members, including in relation to COVID-19; the rapid rise of ESG; cyber security and privacy issues; the threat of director disqualification; and increasing shareholder/securities litigation exposures.  James Whitaker, Partner, Mayer Brown International LLP

(2) Cover under a D&O policy; an outline of what is covered and what is not.  Claire Sales, UK Head of Insurance Companies Practice, Aon

(3) A market update: the latest developments in D&O pricing, coverage and capacity.  Paul Schiavone, Industry Solutions Director, Financial Institutions, Allianz

(4) Q&A with the Panel

Learning Objectives

Participants should be able to:

· Identify the key risks for Non-Executive Directors relating to D&O liability claims and the current risk environment

· Understand how these risks might affect them, and any resulting legal & regulatory obligations they may have

· Challenge their own D&O insurance policies to understand the key risks that are covered, to what extent (liability limit size) they are covered and who they should get in touch with if they have any queries

Speaker(s)

Claire Sales
UK Head of Insurance Companies Practice, Aon

Claire is on the leadership team of Aon UK’s Financial Services Group and heads up the Retail Insurance Company practice, providing clients with insurance sector expertise, coverage analysis and solutions, programme structuring and design, market placement, policy wording construction and negotiation. An English and New York qualified lawyer, formerly in private practice specialising in complex coverage disputes for financial institutions, Claire is able to draw upon her technical expertise to advise clients on matters involving coverage and claims.

Claire has a Masters’ degree in Insurance and Risk Management, is a Fellow of the Chartered Insurance Institute, Chartered Insurance Broker, Liveryman of the WCI and Freeman of the City of London.

James Whitaker
Partner, Mayer Brown International LLP

James Whitaker is a partner in the Litigation & Dispute Resolution practice of the London office, where he acts in complex, high value and often multi-party commercial disputes and insurance-related litigation. James is a founding member of, and co-chairs, Mayer Brown's global ESG Steering Committee.

James focuses on disputes involving senior directors, officers and managers; corporate governance issues, shareholder and joint venture disputes; domestic and cross-jurisdictional regulatory investigations involving senior directors and officers; as well as disputes and investigations involving allegations of fraud and other “white collar” and compliance issues. James has particular experience of securities litigation, shareholder and other class and collective actions, derivative actions and unfair prejudice petitions.

James is a member of the London Solicitors Litigation Association, the Solicitors’ Association of Higher Court Advocates, and the Fraud Lawyers Association.

Paul Schiavone
Industry Solutions Director, Financial Institutions, Allianz

Paul is the global Industry Solutions Director for Financial Institutions for Allianz SE (AGCS). In this role Paul is bringing a consistent One Allianz approach to our Financial Institutions customers. Paul will work across all lines of business, globally, and act as a single point of contact within Allianz for the Financial Services industry. Paul will also work with a team of experts to develop new solutions for the concerns and needs of Financial Institutions and also provide thought leadership.

Paul joined Allianz SE (AGCS) in January 2015 as the North American Regional Head of Financial Lines. Paul was tasked with relaunching Financial Lines in North America for Allianz SE (AGCS). From November 2017-November 2018 Paul acted as the Global Head of ART and increased visibility of the team both externally and internally, while integrating the group into AGCS. Paul added the additional roles of regional head for Liability in 2017/2018.

Paul has over 25 years of experience in the insurance industry and has worked for Zurich Insurance in London and New York, American Wholesale Brokerage in San Francisco and AIG in both New York and Paris.