The Demand for Directors' and Officers' Insurance by Large UK Companies

This paper investigates why large public companies in the UK purchase liability insurance for their directors and officers (D&O). Previous research suggests that companies may purchase D&O insurance for three reasons: (1) as part of their corporate insurance programme, (2) due to demand from directors, and (3) as part of an optimal governance arrangement. This study tests each of these hypotheses on a sample of large UK companies. The empirical analysis is facilitated by UK legislation obliging companies to disclose the existence of a corporate-funded D&O policy. The empirical analysis finds that insured companies are larger, are more exposed to US litigation, experience greater share price risk, exhibit lower levels of managerial ownership, and possess greater non-executive representation on their boards than uninsured companies. These findings provide some support for all three motivations for possessing D&O insurance but the demands of individual directors and governance seem particularly important.D&O insurance Liability Corporate governance Non-executive directors