1. Individual Director and Officer Liability

Individual Director and Officer Liability

Event ID: 2192628
Duration: 55 Minutes
Presenter: Zachary Kester, JD, LLM, CFRM, Executive Director & Managing Attorney, Charitable Allies

Individual Director and Officer Sex Scandal Liability

In many circumstances, individual directors and officers face personal liability for the actions of the organization they serve if their (joint, collective) actions rise to the level of recklessness, willfulness or intentional conduct. Due to recent caselaw developments, it is possible for a board—even a well-meaning board—to be “reckless” by failing to act (i.e., by doing nothing) in the face of a duty to act. This is true regardless of whether the individual director or officer had any direct involvement in the underlying dispute that gave rise to the liability.

“But that’s why we have director and officer insurance” you might be thinking. Unfortunately, most D&O policies exclude the most common areas of liability: (1) damages above coverage limits (such as molestation and abuse claims), (2) certain employment practice claims (such as sexual assault or retaliation), (3) claims related to “intentional” conduct (such as libel, slander, fraud, embezzlement, interference with a business relationship, and others), (4) claims related to breaches of contract (such as unpaid rent, or an unpaid bill to a banquet hall for a fundraising gala), and (5) several more.

Please join attorney Zachary Kester as he equips you with the knowledge and tools to prevent liability in a litigious climate.


Just a sampling of what this webinar will cover:

  • The duties owed by directors and officers to the nonprofit organization itself and to its vendors, programming partners and funders
  • The difference between “negligence” and “recklessness” in nonprofit law, and what that means for board and officer liability
  • How to assess (individual and collective) director and officer performance
  • Exclusions in your insurance coverage and how to mitigate risks associated with such exclusions
  • How to protect against claims of “reckless” breaches of director and officer duties

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