Trustee Liability for Not for Profit Companies

Transcription

1 Trustee Liability fr Nt fr Prfit Cmpanies Significant Plicy Features This summary f insurance cver gives a brief verview f significant features, benefits, exclusins and limitatins f the Angel Trustee Liability Insurance with ptinal Organisatinal, Prfessinal Indemnity and Emplyment Practice Extensins NFP2012-Angel, March 2012 Plicy wrding, underwritten by Catlin Insurance Cmpany (UK) Ltd. Whilst care has been taken t prepare this cver summary it des nt represent a cmprehensive accunt f the cver prvided and fr cmplete details f the insurance prvided it is essential t refer t the Plicy wrding, Schedule and any amendatry endrsements. Amendatry endrsements are changes t the Plicy that are applied by the Insurer in specific circumstances and, therefre, will nt be shwn belw. Please read the Plicy carefully and make sure that it meets yur needs. Yu shuld cntact yur brker immediately if any crrectins are necessary. Intrductin The Plicy cnsists f the Terms, Definitins, Exclusins and Cnditins, the cverage Sectins purchased, Schedules and endrsements, all f which are a single dcument and are t be read as ne cntract. The Prpsal is the basis f the cntract and must be understd as being incrprated int the Plicy. Data Prtectin Act Infrmatin prvided will be prcessed in cmpliance with the prvisins f the Data Prtectin Act 1998, which may necessitate prviding such infrmatin t third parties. Third Party Rights N party except the Insurer and the Insured shall have any rights under the Plicy. Cmplaints Prcedure Catlin Insurance Cmpany (UK) Ltd. is dedicated t prviding a high quality service and we want t ensure that we maintain this at all times. If yu feel that yu have nt been ffered a first class service r if yu have any questins r cncerns abut the Plicy r the handling f a claim yu shuld, in the first instance, cntact yur representative thrugh whm the Plicy was placed. If yu wish t make a cmplaint yu can d s at any time by referring the matter t: Cmpliance Officer Catlin Insurance Cmpany (UK) Ltd. 20 Gracechurch Street Lndn, EC3V 0BG Telephne Number: catlinukcmplaints@catlin.cm Trustee Liability Type f Insurance: Trustee Liability legal liability fr lsses, defence csts and expenses arising frm negligence and breach f duty cmmitted by a Trustee in the cnduct f the business described n the Plicy Schedule. Organisatinal Reimbursement pay n behalf f the Organisatin lsses and criminal defence csts it is legally required r permitted t pay the Trustee as an advancement f indemnity. Basis f Insurance: Claims made - meaning that the insurance nly respnds t claims first made and ntified t the Insurer during the perid f insurance stated n the Plicy Schedule. Limits f Indemnity: Up t 5,000,000 is available; limits purchased will be shwn n the Plicy Schedule. Limit basis: Aggregate with defence csts inclusive. Jurisdictin and Territrial Limits: Cver fr legal prceedings first brught anywhere in the wrld except within the USA & Canada. Angel Trustee Liability NFP2012-Angel (May 2015)

2 Cver is prvided fr defence and investigatin csts. Cver is prvided fr Emplyment Practice claims against a Trustee (fr example discriminatin, harassment r defamatin). Cver is prvided fr defence and investigatin csts f an identity theft claim up t the sub limit shwn n the Plicy Schedule. Cver is prvided fr criminal defence and investigatin csts. Cver is prvided fr pllutin and cntaminatin defence and investigatin csts up t the sub limit shwn n the Plicy Schedule. Cver is prvided fr an extraditin defence and investigatin csts up t the sub limit shwn n the Plicy Schedule. Cver is prvided fr asset and liberty (fr example a restrictin in mvement r deprtatin) prceedings defence and investigatin csts up t the sub limit shwn n the Plicy Schedule. Cver is prvided fr public relatins csts up t the sub limit shwn n the Plicy Schedule. Extensins Additinal Limit in the event all limits available t the Trustee becme exhausted each Trustee will be prvided an additinal limit fr any subsequent claim within the perid f insurance up t the sub limit shwn n the Plicy Schedule. Autmatic Acquisitin cver fr Trustees f newly created r acquired privately held subsidiaries, prvided the negligent act takes place whilst a subsidiary and the ttal assets f the Organisatin are nt increased by mre than 50%. Discvery a discvery perid f 12 r 24 mnths may be purchased prvided this sectin f the Plicy is nt replaced r there has nt been an inslvency, takever r merger. Discvery is subject t the fllwing cnditins: cver nly applies t a negligent act r breach f duty ccurring prir t expiry, the limit f indemnity remains unaltered, the payment f the additinal premium shwn n the Plicy Schedule, cver will lapse upn the purchase f anther plicy bradly the same. Emergency Defence Csts emergency defence csts incurred may be reimbursed up t 14 days after the claim was first made up t the sub limit shwn n the Plicy Schedule. Outside Bards cver is extended t cver a negligent act cmmitted by a Trustee wh has been frmally appinted t the bard f an utside cmpany up t the sub limit shwn n the Plicy Schedule. Persnal Appintments cver is extended t cver a negligent act cmmitted by a Trustee wh has been frmally appinted in a persnal capacity as a gvernr r trustee f a schl r charity up t the sub limit shwn n the Plicy Schedule. Retirement Run Off a discvery perid f 72 mnths frm the time f retirement applies t a Trustee wh has retired r vluntarily resigned during the perid f insurance. This extensin shall nt apply t a Trustee wh has been disqualified, left the as a result f a merger f acquisitin r after the appintment f an inslvency practitiner as liquidatr, administratr r receiver. Takevers and Mergers Run Off if the Organisatin merges with r cnslidates int anther rganisatin where the ther rganisatin r persn assumes the right t appint r remve the majrity f the Organisatin s trustees r bard f directrs r assumes de-fact cntrl f the Organisatin this sectin f the Plicy will thereafter apply nly t claims resulting frm a negligent act r breach f duty ccurring prir t the merger, cnslidatin r acquisitin. The Organisatin may cancel the remainder f the perid f insurance r request a discvery run ff perid f up t 72 mnths. Such extensin t be at the discretin f the Insurer. Angel Trustee Liability NFP2012-Angel (May 2015) Page 2 f 6

3 Exclusins & Limitatins Any liability frm. Changes in the Prpsal Infrmatin - any changes in the infrmatin prvided in the Prpsal must be ntified t the Insurer, until such has been agreed n liability will attach fr such the altered risk. Death r Bdily Injury bdily injury except in respect f emplyment practices r criminal defence csts. Dishnest, Fraudulent r Criminal Acts any dishnest, fraudulent r criminal act by the Trustee. Other Insurance any matter in respect f which there is cver under any ther plicy. Other Pensin and Emplyee Benefit Schemes any ther pensin, welfare r related regulatins. Pllutin any pllutin except fr defence csts. Knwn Claim r Circumstance any claims r circumstances knwn abut r ught t have knwn prir t the beginning f the perid f insurance. Prfessinal Liability (except if purchased and shwn n the Schedule). Prfit r Advantage any unlawful persnal prfit, remuneratin r advantage gained by the Trustee where there has been a final adjudicatin by a cmpetent curt r tribunal. Prperty Damage any damage t r destructin r lss f any prperty including lss f use. Securities any purchase, exchange r sale f securities by means f a prspectus r private placement n r after the cmmencement f the perid f insurance. Subsidiary any Claim resulting frm a wrngful act ccurring after any subsidiary ceases t be a subsidiary f the Organisatin. United States f America and Canada any claim brught in the United States f America r Canada. Cnditins Advanced Payment f Csts defence csts and expenses are paid as they are incurred. In the event there is n entitlement t such payments the sums advanced must be repaid t the Insurer. Allcatin in the event f any lss being partially cvered the Insurer shall use their best endeavurs fairly and reasnably t agree such an allcatin f lss as may be apprpriate. Avidance if the Insurer is entitled t avid this insurance, the Insurer may give ntice that they regard this insurance as being in full frce and effect, except that n cver will be given respect f any claim that arises frm the grund(s) that entitled the Insurer t avid. Changes in the Prpsal Infrmatin - any changes in the infrmatin prvided in the Prpsal must be ntified t the Insurer, until such has been agreed n liability will attach fr such the altered risk. Ntificatin f Claims and Circumstances- the Insurer will nt make any payment under the Plicy unless Claims r circumstances are ntified as sn as practicable in writing t the Insurer within the perid f insurance. N claim will be cnsidered 30 days after the end f the perid f insurance. N Admissin f Liability - the Insured r any persn r entity wh claim fr indemnity under this Plicy shall nt, admit liability fr r make any ffer r payment in respect f any Claim. Duty t C-perate - the Insurer must be prvided full c-peratin and all details cncerning any claim and any circumstance. Failure t cmply will entitle the Insurer t refuse t pay the claim. Cnsent t Settle the Insurer shall nt settle any Claim withut the cnsent f the persn insured. Fraudulent Claims if any claim is shwn in any respect t be fraudulent, this insurance shall becme vid ab initi and all benefit hereunder shall be frfeited. Entitlement t Defend - the Insurer shall be entitled t take ver the defence r settlement f any claim. Angel Trustee Liability NFP2012-Angel (May 2015) Page 3 f 6

4 Law and Dispute Jurisdictin- the Plicy shall be gverned by and cnstrued in accrdance with the laws f England and Wales. Any dispute shall be subject t the exclusive jurisdictin f the curts f England and Wales. Misrepresentatin and Nn-Disclsure - the insurance is prvided n the basis f the infrmatin received by the Insurer in the Prpsal. The persn cmpleting the Prpsal must make full and prper enquiries ensuring that all the statements in the Prpsal are accurate and that n infrmatin has been withheld r misrepresented. Order f Payments where there are multiple Claims fr indemnities under this Sectin, the Insurer shall make payments in the rder thse Claims are presented t it. If it becmes apparent t the Insurer that the Limit f Indemnity will nt be sufficient then the Insurer will make payments in the fllwing rder: payments under the Operative Clause 1 (a) direct t the Trustee; fllwed by payments under the Operative Clause 1 (b) t the Organisatin; fllwed by any ther payments t the Organisatin. Prpsal Operatin the Prpsal shall perate severally in relatin t each Trustee and n statement, infrmatin r knwledge n the part f any Trustee shall be imputed t any ther Trustee fr the purpses f determining whether cver is available t that ther Trustee. This clause shall nt apply t any Claim against a Trustee excluded under General Exclusins Changes in r Failure t Prvide Infrmatin. Organisatinal and Prfessinal Liability (Entity) Extensin This extensin nly applies if it is shwn in the Schedule. Type f Insurance: Organisatinal and Prfessinal Liability legal liability fr lsses, defence csts and expenses arising frm a negligent act cmmitted by the Organisatin in the cnduct f the business described n the Plicy Schedule. Prfessinal Liability includes: i) dishnesty f emplyees ii) libel and slander cmmitted unintentinally by the Organisatin r an emplyee. iii) breach f cnfidentiality cmmitted unintentinally by the Organisatin r an emplyee Basis f Insurance: Claims made - meaning that the insurance nly respnds t claims first made and ntified t the Insurer during the perid f insurance stated n the Plicy Schedule. Limits f Indemnity: Up t 5,000,000 is available; limits purchased will be shwn n the Plicy Schedule. Limit basis: Aggregate with defence csts inclusive. Jurisdictin and Territrial Limits: Cver fr legal prceedings first brught anywhere in the wrld except within the USA & Canada. Cver is prvided fr crprate defence and investigatin csts. Cver is prvided fr defence and investigatin csts f an identity theft claim up t the sub limit shwn n the Plicy Schedule. Cver is prvided fr criminal defence and investigatin csts incurred under the Crprate Manslaughter and Hmicide Act Cver is prvided fr criminal defence and investigatin csts incurred under the Bribery Act Cver is prvided fr pllutin and cntaminatin defence and investigatin csts up t the sub limit shwn n the Plicy Schedule. Cver is prvided fr public relatins csts up t the sub limit shwn n the Plicy Schedule. Angel Trustee Liability NFP2012-Angel (May 2015) Page 4 f 6

5 Extensins Autmatic Acquisitin cver fr the Organisatin f newly created r acquired privately held subsidiaries, prvided the negligent act takes place whilst a subsidiary and the ttal assets f the Organisatin are nt increased by mre than 50%. Breach f Cntract cver is prvided fr defence csts arising frm a claim within the perid f insurance fr an alleged breach by the Organisatin f a written cntract r agreement, ther than any Emplyment cntract up t the sub limit shwn n the Plicy Schedule. Data Prtectin cver is prvided fr lss and defence csts first discvered and ntified t the Insurer during the perid f insurance frm a prsecutin brught under the Data Prtectin Regulatins arising ut f the cnduct f the Organisatin, up t the sub limit shwn n the Plicy Schedule. Discvery cver shall be prvided t the Organisatin where the discvery perid is purchased in accrdance with the requirements f Trustee Liability sectin f the insurance. Cver fr the Organisatin shall autmatically lapse upn the appintment f an inslvency practitiner (r equivalent) as a liquidatr, administratr r receiver. Emergency Defence Csts emergency defence csts incurred may be reimbursed up t 14 days after the claim was first made up t the sub limit shwn n the Plicy Schedule. Fidelity cver is prvided fr direct lss f mney belnging t the Organisatin first discvered and ntified t the Insurer during the perid f insurance arising frm the dishnest, fraudulent, criminal r malicius act(s) f any emplyee up t the sub limit shwn n the Plicy Schedule. Lss f Dcuments- cver is prvided up t the sub limit shwn n the Plicy Schedule fr the reasnable and necessary csts and expenses incurred in replacing, restring r recnstituting any dcuments which are the prperty f the Organisatin r are in the Organisatin s care, custdy r cntrl prvided lss is suffered and ntified t the Insurer within the plicy perid. Pensin and Emplyee Benefit Schemes cver is prvided claims arising frm negligence cmmitted by the Organisatin in their capacity as administratrs f any Pensin/Emplyee Benefit Scheme up t the sub limit shwn n the Plicy Schedule. Exclusins & Limitatins In additin t the Trustee Liability Exclusins Any liability frm. Breach f Cntract r Agreement any breach f cntract r agreement, either ral r written, except t the extent as prvided fr defence csts in the extensin. Breach f Cpyright any plagiarism r breach f cpyright r trademark, patents, database rights, registered design r design rights except t the extent as prvided fr defence csts in the extensin. Death r Bdily Injury death r bdily injury except in respect f criminal defence csts. Dcuments r Data any repair, replacement r recnstitutin cst f any dcument r data. Other Pensin and Emplyee Benefit Schemes any ther pensin, welfare r related regulatins except t the extent as prvided fr defence csts in the extensin. Emplyers Liability any breach f any bligatin wed by the Organisatin t any emplyee. Emplyment Practices any emplyment practices wrngful act, except where it has been purchased by the Organisatin and appears in the Plicy Schedule. Fidelity arising frm any accunting errr r unexplained shrtage r default r nn-payment f any lan r ther credit arrangement r fr expenses incurred in establishing the amunt f any lss f mney r ther prperty. Infrmatin Technlgy any failure f any cmputer r ther electrnic prcessing device r the transmissin r receipt f any virus, prgram r cde that causes lss r damage t any cmputer system and/r prevents r impairs its prper functin r perfrmance. Inslvency the inslvency r bankruptcy f the Organisatin. Jint Venture any assciatin r jint venture cnducted with any third party. Angel Trustee Liability NFP2012-Angel (May 2015) Page 5 f 6

6 Manufacture, Supply r Sale f Gds - arising ut f the manufacture, supply, installatin r maintenance f any prducts r gds. Pllutin - any pllutin except fr defence csts. Price Fixing any breach f law aimed at preventing mnplies, price fixing r ther unfair trade practices. Related Organisatins -any claim brught by r n behalf f the Organisatin having a cntrlling interest in the Organisatin r by any entity cntrlled by the Organisatin. Trading Lsses - any trading lsses incurred by the Organisatin. Fidelity Special Cnditins The Insurer will nt make any payment under the Plicy unless all f this cnditin has been cmplied with. The Organisatin perates and can demnstrate t the satisfactin f the Insurer the fllwing minimum cntrls: All cheques r ther bank instruments exceeding 10,000 require tw manually applied signatures t be added after the payee and amunt have been inserted, all electrnically activated r nline payments exceeding 10,000 require apprval and release steps perfrmed by different individuals ther than the individuals entering the payment details nt the payments system; and At least quarterly and independently f the Emplyee respnsible fr payrll, all payrll expenditure is recnciled against persnnel recrds t verify accuracy; and Any Emplyee receiving cash and cheques n behalf f the Organisatin is required t remit all mnies received and/r bank them within three wrking days f receipt; and Statements f accunt fr all amunts due t the Organisatin are issued at least mnthly and directly t the relevant custmers r ther debtrs; and Bank recnciliatins are carried ut and cash in hand / petty cash are checked independently f the Emplyee r persn respnsible at least mnthly. Emplyment Practices Liability (EPL) Extensin This extensin nly applies if it is shwn is the Schedule. The Exclusins, Limits f Indemnity and Cnditins cntained in this Emplyment Practices Liability Extensin apply t this extensin nly. Type f Insurance: Emplyment Practice Liability legal liability fr lsses, defence csts and expenses arising frm an emplyment practices wrngful act cmmitted by the Organisatin in the cnduct f the business described n the Plicy Schedule. Basis f Insurance: Claims made - meaning that the insurance nly respnds t claims first made and ntified t the Insurer during the perid f insurance stated n the Plicy Schedule. Limits f Indemnity: Limits purchased will be shwn n the Plicy Schedule and are a sub aggregate inclusive f defence csts within the Organisatinal and Prfessinal Liability Extensin. Cver is prvided fr defence and investigatin csts. Exclusins & Limitatins Any liability frm. Nn Cnsulted Dismissal - any claim arising frm actual r threatened redundancy, dismissal r the suspensin f any Emplyee where the Organisatin did nt cnsult and fllw the advice f a prperly qualified human resurce persn r emplyment slicitr prir t the actual r threatened redundancy, dismissal r suspensin. Trade Unin any claim arising frm the failure t act in accrdance with any Trade Unin agreement r cllective bargaining agreement. Minimum Wage any claim arising frm the failure t act in accrdance with any minimum wage legislatin. Angel Trustee Liability NFP2012-Angel (May 2015) Page 6 f 6