Indemnification of Governors, Trustees and Officers of ³ÉÈËVRÊÓƵ, Royal Institution for the Advancement of Learning and Royal Victoria College
Introduction
Governors of ³ÉÈËVRÊÓƵ are protected from personal liability through a directors’ and officers’ liability insurance policy. A summary of the coverage provided by this policy is reproduced under VI.2, below. In addition, members of the Board benefit from comprehensive indemnification from liability not already covered by the insurance policy under a resolution adopted by the Board of Governors in 1994 and updated in November 2007.
Summary of Directors’ and Officers’ Liability Insurance Coverage
Primary Insurer: | Intact insurance; | |
Excess Insurer: | Linx - TMK, QBE, Convex + London’s Open market | |
Coverage Term: | Coverage commenced July 21, 1986; renewable May 31st each year. Renewed for May 31, 2024– May 31, 2025 |
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Limits of Liability: |
Directors’ and Officers’ Liability Insurance Coverage Tower |
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Insurer | Limits of Liability | |
Primary D&O: Intact |
Up to $2,000,000 each loss Up to $2,000,000 each policy year |
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Umbrella Liability: Linx (TMK) |
Up to $13,000,000 each loss Up to $13,000,000 each policy year |
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1st Excess Liability: Linx (QBE) | Up to $2,000,000 each loss Up to $2,000,000 each policy year |
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2nd Excess Liability: Linx (Convex) | Up to $10,000,000 each loss Up to $10,000,000 each policy year |
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3rd Excess Liability: Linx |
Up to $5,000,000 each loss Up to $5,000,000 each policy year |
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4th Excess Liability: Linx (Open market) | Up to $20,000,000 each loss Up to $20,000,000 each policy year |
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TOTAL | Up to $52,000,000 each loss Up to $52,000,000 each policy year |
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Self-Insured Retention:: |
$25,000 (Per Claim) |
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Insured Organizations: | The Royal Institution for the Advancement of Learning, ³ÉÈËVRÊÓƵ and its Subsidiaries |
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Insured Persons: |
Any person who was, now is, or shall be a member of the Board of Directors of the Insured and who is or was appointed to be part of a university board, but only while acting within the scope of his duties as a university boardÌýCommissioner (includes elected members of the executive committee or assembly, commission, specific board or other committee legally constituted or according to bi-law, as well as all persons nominated, who have been nominated or shall be nominated to serve – while acting in the course of their duties as such). |
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Extension of Coverage: | Insured Person includes a claim against Insured Person’s lawful spouse, estates, heirs and legal representatives |
Resolution Regarding Indemnification of Members of The Board of Governors
Ìý
Whereas ³ÉÈËVRÊÓƵ, RIAL [the Royal Institution for the Advancement of Learning] and RVC [Royal Victoria College] ("Institutions") deem it fit to provide indemnification for any person who has been, now is or shall become a member of the Board of Governors, its committees, a Trustee, an Ex-officio member of the Senate, Dean of Faculty, or Senior Administrative Officer ("Indemnitees") - acting in the course of their duties;
Ìý
1.1 | The Institutions shall indemnify each of the Indemnitees as well as their agents, heirs, successors and legal representatives, if any, from and against all costs, charges, and expenses incurred by that person: Ìý
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1.2 | The Institutions hereby assume all obligations set out in paragraph 1.1 in relation to any Indemnitees who, upon their request, act as such for a legal person of which the Institutions are a shareholder or creditor; |
1.3 | This article constitutes an enforceable undertaking and its provisions are enacted for the benefit of Indemnitees who by the mere fact of acceptance of office are deemed to have consented hereto; |
1.4 | Any amendment or revocation of this article shall not have the effect of depriving any Indemnitees then in office, of any benefit conferred by this article. |
[Source: Board of Governors, Minute 8182, November 21, 1994; Revised Executive Committee, November 19, 2007]