Most D&O claims are made because a claimant believes that a director or officer has breached one of three common law duties -- duty of care, dut of loyalty and the duty of obediance.

Yes. It is not only publicly traded companies that have D&O litigation exposure. Private companies face the same risks and the size of the organization does not influence the risk.

Yes. Employment Practices Liability related claims constitute only about 29% of all those brought against directors & officers. *Which means that even if there is EPL coverage in place, a significant portion of claims against directors and officers remains. The director, and the officers can be left wide open to potential lawsuits by competitors, customers and investors.

 *Data excerpted from Tillinghast-Towers Perrin, Directors & Officers Liability Executive Survey, 2000.