Unveiling the role of D&O insurance for financial institutions (2024)

Paul Lucas 08:24:54

Welcome to IB talk, the leading podcast for the insurance industry across Canada. Brought to you by Insurance Business.

Narrator 08:25:02

This episode is presented in partnership with CNA Canada. In the latest episode of IB Talk, an industry expert from CNA Canada joins us for an eye open discussion on navigating D&O risks in the era of cyber liability, impact of regulatory compliance and best practices for implementing the right coverage.

Paul Lucas 08:25:22

Hello everyone and welcome to IB talk the insurance industry Podcast. I'm Paul Lucas IB's global editor returning to our podcasting hot seat for a very special edition focused on unveiling the role of D&O insurance for financial institutions and brought to you in association with CNA Canada. The last few years, of course, have seen a rapid change in the D&O sector and no, it's not all down to COVID. And the changes that that brought to the landscape. In fact, there has been much more to consider including the emergence of cyber risks, the impact of regulatory compliance. So if you're a broker looking to find the right insurance solutions for your clients, where do you turn, what products are available? And what are the best practices for implementing that coverage? On this edition, I'm delighted to welcome Abena Apraku, assistant vice president underwriting management liability and specialty lines at CNA Canada. She is responsible for the strategic leadership and oversight of CNA Canada's management liability portfolio and underwriting team. Abena, welcome to IB talk.

Abena Apraku 08:26:36

Thank you so much, Paul. I'm happy to be here today.

Paul Lucas 08:26:39

So let's start by getting an overview of the D&A landscape, excuse me, the D&O landscape if you don't mind Abena. So I guess I'm asking, what's changed over the last 12 months and how is it impacting financial institutions?

Abena Apraku 08:26:54

Yeah, so it's no secret that the effects of the pandemic have left a lasting impact on the economy, including some risks and challenges for financial institutions specifically, of course, these challenges require financial institutions to make sound business decisions in order to avoid exposing directors and officers to claims of mismanagement or breach of fiduciary duties. So some of the headwinds faced by financial institutions include loan portfolio seeing some increased stress as interest rates rise amid efforts to ease inflation. Uncertainty in real estate markets, also largely driven by interest rate increases, a need for increased digital transformation to address the shift to hybrid work arrangements and keep up with the evolving consumer needs, supply chain shortages, the increasing need to meet investor demands for sustainable investment products, increasing need to address ESG issues and keeping up with regulatory changes.

Paul Lucas 08:27:50

It's quite quite a long list. And of course, cyber as well has been front of mind for for a host of industries and institutions. But just explain for our audience how cyber liability is impacted D&O risks.

Abena Apraku 08:28:04

Sure so ultimately the specific coverage and impact of a cyber incident incident on an organization from a management liability perspective will depend on the terms and conditions of the insurance policy as well as the individual circ*mstances of the attack. However, cyber liability could have a significant impact on D&O risk for financial institutions. With the increasing frequency of cyberattacks. directors and officers are facing greater exposure to claims related to data breaches, network security failures and inadequate cyber risk management. As a result, shareholders customers and other stakeholders may hold directors and officers accountable for failing to implement effective cybersecurity measures that lead to financial loss, reputational damage or regulatory penalties. And addition to that, depending on the size of the organization, the financial loss caused by a large scale cyber event could also drive an organization into insolvency.

Paul Lucas 08:28:59

Sounds quite intimidating, to be honest. So it's there any way to combat these risks or is cyber one of those evils so to speak, that is just impossible to get ahead of?

Abena Apraku 08:29:11

Yeah, absolutely. There are definitely ways to combat these risks. Firstly, it's important for financial institutions to prioritize cybersecurity and establish robust risk management practices. That'll include implementing comprehensive cybersecurity policies, conducting regular risk assessments and investing in appropriate technological safeguards. And in addition to that ongoing employee training and awareness programs can help promote a culture of cybersecurity throughout the organization. By staying up to date with emerging cyber threats, leveraging industry best practices and engaging with cybersecurity experts, financial institutions can improve their preparedness and reduce the likelihood of cyber related management liability claims.

Paul Lucas 08:29:52

And of course, regulatory compliance is also front of mind for financial institutions today. So being at talk us through some of the regulatory changes in recent times and how they could impact D&O exposures as well.

Abena Apraku 08:30:06

Sure. So one notable change is the increased enforcement of anti money laundering regulations. On June 1, 2021 major amendments to the regulations under the proceeds of crime and terrorist financing act came into force and regulators are taking a more proactive approach to combating money laundering and terrorist financing by imposing stricter penalties for non compliance. Failure to comply with the AML requirements can result in reputational damage financial penalties and potential claims against directors and officers. Additionally, the General Data Protection Regulation GDPR in the European Union and similar privacy regulations worldwide, have increased the importance of data protection and privacy compliance, financial institutions must nag the gate complex data privacy requirements and ensure that they handle customer data securely. Any failures in meeting these obligations may lead to regulatory investigations, fines and or potential claims. There have also been notable regulatory investigations and enforcement actions related to fraud and mismanagement in the asset management space in Canada.

Paul Lucas 08:31:16

It's quite daunting is it? Isn't it? Do you have any examples for us?

Abena Apraku 08:31:20

Yeah, so one example of this involved an alternative asset management firm called bridging finance Inc. bridging finance came under investigation by the Ontario Securities Commission in 2021, on allegations of misappropriation of investor funds and false statements made by the firm. As a result, the OSC placed the firm into receivership, froze US assets and took legal action against the company and its executives. This is just one example of that highlights how Canadian regulatory bodies such as the OSC actively investigate and take enforcement actions against asset management firms found to be involved in fraudulent activities, misleading investors or other regulatory violations. These actions also emphasize the increased scrutiny and accountability imposed on directors and officers in the Canadian asset management space.

Paul Lucas 08:32:12

It's quite a striking example. Isn't that isn't it? And I imagine this there's probably people listening who are thinking, Well, you know, the risks are huge, but are there any strategies that they can implement to sort of stay compliant while also reducing the risks of D&O claims?

Abena Apraku 08:32:29

Yes, definitely. So financial institution, institutions can implement several strategies to help reduce the risk of claims. First, they can establish a strong corporate governance framework that clearly outlines individual roles, responsibilities and decision making processes to help minimize the risk of claims arising from allegations of mismanagement or have breach of fiduciary duty. And they can also maintain comprehensive internal controls to help identify and address potential compliance gaps before they escalate into claims. They can conduct regular compliance training to educate directors and officers and other employees about regulatory requirements and provide training on emerging risks. They can engage and engage experienced legal counsel with expertise in regulatory compliance. And finally, they can ensure that they have comprehensive management liability insurance coverage in place, they can do this by working with experienced brokers and insurance insurers who understand the specific risks faced by financial institutions.

Paul Lucas 08:33:31

Let's pivot a little bit as well, if you don't mind and zoom in on the insurance products that are available to these institutions. I mean, there's plenty of them out there, but what separates the best from the rest?

Abena Apraku 08:33:43

Yeah, so CNA actually recently launched a new product offering for asset managers specifically, the new product offers broad coverage for directors and officers against claims arising from alleged wrongful acts including mismanagement, errors in judgment, breach of fiduciary duties and regulatory violations. Um, a few highlights about the product are that it is a modular project product offering with five available coverage parts that can be tailored to the insurance needs. The five coverage parts are Investment Advisor management liability, which is a D&O coverage, part, investment advisor, professional liability, which is an E&O coverage part fund management and professional liability, which is a blend of D&O and E&O for fund management. And then an Employment Practices Liability coverage part and a fiduciary liability coverage part.

Paul Lucas 08:34:35

Any best practices as well that you would suggest that our broker audience in particular pays attention to in terms of selecting coverage for the clients?

Abena Apraku 08:34:44

Yes, absolutely. So for brokers selecting coverage for their clients and best practices to come consider are first they should understand the client's specific needs. And they can do this by conducting thorough assessments of the client's operations regulatory environment and risk management practices to identify appropriate coverage solutions. They can partner with reputable insurers, as working with insurers with a strong financial rating and a track record of serving financial institutions can provide competence in that insurers ability to handle claims effectively. They can review policy terms and conditions carefully evaluating the scope of coverage policy exclusions and limitations to ensure that they align with the client's specific requirements. They can also consider additional coverages. So depending on the client's needs, broker should explore additional coverages that may be relevant such as Employment Practices Liability, or fiduciary liability or even crime insurance. They should also stay informed about emerging risks by continuously monitoring regulatory changes, industry trends and emerging risks to ensure that the coverage remains adequate. And finally, they should engage with their insurers frequently and stay updated on new insurance products or endorsem*nts that address these evolving risks.

Paul Lucas 08:36:00

Yeah, some fantastic tips there Abena. I'm sure there's people listening right now scribbling down some notes as you're talking. Thank you very, very much for joining us.

Abena Apraku 08:36:09

You're welcome, Paul. And thank you for having me.

Paul Lucas 08:36:12

Yeah, without a doubt. If you have any further questions about the D&O landscape across the country, then make sure you get in touch with the CNA Canada team. And of course, if you want to get more great podcast insights, then you know where to turn. Stay tuned right here on IB talk.

Narrator 08:36:30

Thank you for listening to this episode of IB talk. For more from the team at CNA Canada, visit them at cnacanada.ca Thank you for listening to IB talk. For the latest episodes be sure to follow us on all major listening channels.