Indemnification of D&Os and Impact on Side A or Side B Coverage
When: October 6, 2026 at 1:00pm – 2:00pmNext Month
Conference:
Wilson Elser Forum: Insurance Coverage Best Practices

Zoom

People: James K. Thurston and Siobhán A. Mueller

James K. Thurston (Partner-Chicago, IL) and Siobhán A. Mueller (Of Counsel-New York, NY) will present the Wilson Elser Forum webinar “Indemnification of D&Os and Impact on Side A or Side B Coverage” on October 6, 2026. This presentation examines how corporate indemnification obligations owed to directors and officers interact with the coverage structure of D&O insurance policies, focusing on Side A (non-indemnified loss) and Side B (corporate reimbursement) coverage. The presenters address the layered architecture of D&O programs, including policy limits, retentions, and the interplay among primary and excess carriers, as well as circumstances in which corporate indemnification may be unavailable, including derivative suit judgments, securities law violations, failure to meet statutory standards of conduct, financial inability, and wrongful refusal to indemnify. Other topics include the scope and limits of mandatory and permissive indemnification, an insurer's obligation to advance defense costs, and how the availability or unavailability of corporate indemnification determines whether a claim triggers Side A or Side B coverage. The presentation also explores presumptive indemnification provisions and order-of-payments clauses, as well as the strategic benefits of standalone Side A policies, including protection against limit-of-liability dilution, broader coverage terms, bankruptcy-related asset protections, and difference-in-conditions (DIC) drop-down features. These policies can serve as the ultimate safety net for directors and officers when corporate indemnification and traditional ABC policy coverage fall short.