The Canada Business Corporation Act and numerous statutes in each Province impose many duties on the Company Director. The breach of any of these, if it leads to financial loss to the company or to the shareholders or to others, can be grounds for an action for damages. There are further duties established by Common Law.
It is not uncommon for many claims to be unjustified or unfounded; however, the costs associated with their investigation and defense are often substantial.
Allegations which are most commonly made and which have to be defended by Directors include:
- Acting beyond the scope of their authority.
- Giving wrong or unprofessional advice.
- Breach of fiduciary duties.
- Failure to police the corporation or supervise subordinates properly. Anti-trust violations.
- Improper or excessive company spending.
- Unauthorized company borrowing.
- Conflict of interest.
Remember, the above only need to be alleged for costs to be incurred.
These allegations are most likely to occur following:
- Foreign investment (especially in the USA).
- Public offerings.
- Management buy-outs.
- Lack of growth, reduced dividends, improper handling of negotiations.
- Mismanagement or waste of corporate assets.
- Employee dismissal.
- Board room dispute.
- Breach of contract.
- Liquidation of the company.
- Change in ownership of the company's share capital.
It is also worth remembering that Directors can be held liable for acts committed by other Directors, simply .because they ·sit on the same board. Such damages can extend to the entire personal estate of the Director involved.
Directors and Officers' Liability Insurance is...
- Financial protection for personal assets of an individual Director or Officer.
- Reimbursement of claims paid by the organization for its Directors and Officers.
- Designed especially to meet the cost of:
- Defending claims
- Compensatory damages Which the Director or officer may be legally obligated to pay following a wrongful act arising out of his position within the organization.
A Directors’ and Officers' Liability insurance policy should be a serious business consideration for your company.
Or for further information please contact:
Front Row Insurance Brokers
Telephone: 604-684-3456 (direct)
The Vancouver office of Front Row Insurance Brokers has relocated to a larger office located at 1788 West Broadway at Burrard.
We are looking forward to this exciting new expansion. Our new location will be easily accessible on the Broadway corridor and will have 30 guest parking spots.
We hope to see you at our new location in 2012!
There are a number of reasons why a Cover band or Tribute band would benefit from purchasing liability insurance, but perhaps the most compelling reason is because without this cover, the very livelihood of the musician/band is at stake in the event that they are sued. While no one plans on accidents, the chance of such incidents occurring increases at public places and venues where large numbers of people are gathered. When alcohol is consumed, the risk increases even more.
- Why risk the loss of your assets, both personal and the band’s?
- Liability policies are a safeguard against mistakes that your band might make in which they would be held liable.
So, what is liability insurance?
This type of insurance is designed to offer protection against third party (the public) bodily injury or property damage as a result of one’s operations or products.
The relevance to cover/tribute bands is that in the event that bands are held responsible for the injuries and property damage sustained by an audience member or staff member at the venue, the liability insurance would potentially pay for the medical treatment required by the injured party, and can cover settlement claims resulting from lawsuits.
An example of a scenario where a band’s liability policy would be of value include if a member of the audience was invited onto the stage while band members were performing and ended up tripping on loose cords and slamming their face into some audio equipment. The coverage afforded under a liability policy would protect the band (policy holder) in the event that they are then sued by any third parties for unintentional damage. A lawsuit can name a band, its manager, an establishment and it’s landlord in a lawsuit. Liability Insurance protection will not shorten criminal sentences, but it will take care of the resulting injuries and rehabilitation and potentially legal costs as well.
While Liability Insurance should be in place by the owners of the venue where a band will be performing, more frequently the musicians themselves must have liability insurance in place in order to perform at a venue. A band can be sued for it’s own direct actions, however other situations where a band and it’s members could be held liable include if a piece of equipment drops from the stage and injures an audience member, or if someone were to trip over the microphone cord. In many cases, the owner of a venue requires that performers show proof of their own liability coverage so that their own liability insurance is covered in the event that the performers are negligent.
Pricing is based on revenue and annual premiums start at US/CDN $500 for $1M in coverage. Compare this to the potential costs arising from a lawsuit and the coverage is priceless.
Bears are frequently used in film productions shotin the Pacific Northwest. The risks associated with filming a bear can be transferred to an insurance company once the underwriter understands how the public, cast, crew, equipment and the bear will be protected. The underwriter will need answers to the following questions to underwrite and cover the risk:
1. Current Bear Vet exam certificates. What is the value of the bear to the owner if the bear were to die? Usually the figure is based on three years revenue that the bear has earned.
2. How will the bear get from their pen/corral to their position on set in the electrified fenced area? How will the cast and crew be protected during this transit?
3. Where will the bear be on set when not filming? During this time, how will cast/crew/public be protected?
4. When bear is on set and filming, what do they do to protect public/cast/crew from bear?
5. Please confirm cast not in direct contact with the bear. Will the cast always be on one side of the electrified fence and the bear on the other?
6. Please provide shooting schedule with the bear
7. Please forward storyboards of bear scenes when available.
8. Given the time of year, are there any issues resulting from the bear normally hibernating during this time of year?
9. Details of housing and transit of the bears from the permanent home.
10. The main corral structure to house the bear – is this a permanent structure? What will it be constructed of? How high will the fence be?
11. Will the bears be housed over night at the corral?
12. What type of security will be in place?
13. Will there be 24 hour attendants for the bear?
14. How will the bears be shipped to the set from out of town?
15. How are the protected during shipping?
As specialized film insurance brokers we can assist with obtaining this coverage.
Mike Groner tapped to bring skill, initiative and innovation to the brokerage house
Vancouver, BC, September 30, 2011 – Front Row Insurance, specialized entertainment insurance brokers, has announced the addition of an experienced entertainment broker to itsVancouver office. Mike Groner, who has been a successful manager at two ofCalifornia’s most venerable and trusted insurance companies, will now provide the special-market brokerage house with compelling marketing and promotion of the innovative programs it has been offering since the company’s founding in 2009.
According to David Hamilton, president of Front Row Insurance, Mike will use his LA experience to service film and new media producers in Vancouver as well as managers of fairs and festivals. “ Due to our size and volume with the insurance companies, we have rates and coverages that help us stand apart, and Mike knows how to effectively communicate those benefits to professionals in the industry who will gain from Mike’s expertise,” he says. “With Mike’s help, our clients will have more time to make films and promote festivals instead of wasting time trying to find out how to best protect their assets."
Groner began his career in e-marketing as vice president with an online skateboard retailer, before moving into entertainment insurance with such firms as CMM Entertainment as an account manager, and Truman Van Dyke as director of sales and marketing. Both are respected brokerages inCalifornia, with decades of experience. At CMM, he handled proposals and summaries for many top clients involved with production, touring, and special events. At Truman Van Dyke, he was responsible for the development of two new insurance programs for the entertainment industry that were very successful for the company and its clients.
Mike Groner is looking forward to his new role at Front Row Insurance, where his skills and initiatives will be put to good use.
For more information contact David Hamilton at 604-684-3456 or firstname.lastname@example.org.
It’s the case that many production companies now incorporate scenes in their films that were once captured live but are now being created, edited and manipulated digitally in post production. What this means is that the need for negative/faulty insurance is becoming gradually reduced and will soon be replaced by digital image capture, processing and storage.
- In 2009 Slumdog Millionaire became the first movie shot mainly in digital to win the Academy Award for Best Cinematography
- The highest grossing movie in the history of cinema, Avator, was shot on digital cameras as well.
As digital cinematography shifts towards “tapeless” or “file based” workflows, insurers needs to ensure that they are covering similar incidences of risk, tailored towards loss and/or damage to digital media.
What this means for insurer’s
Digital data should be covered as software under the negative coverage policy definition, and though some policy wordings incorporate coverage for digital data, the wordings might still need to be formatted and reworded for digital media. Digital capture may occur on video tape, hard disks, flash memory, or other media which can record digital data, therefore wordings need to reflect the new technology and storage devices which presently, many don’t.
If the film industry moves solely towards digital film, then the risk rating and pricing related to production packages will need to be reviewed given that the risk factor between the periods of principal photography and post production will be significantly reduced and the risk of loss will be shifted towards another area such as post production.
Typically insurers will require information relating to the lab and type of film used, whereas with digital cinematography the shift will be towards the type of camera being used and the experience of the operator in using an HD or Red Camera. Back up procedures will have more impact on the rating of a production.
Various technical considerations arise when contrasting film vs. digital cinematography ie. when shooting on film, response to light is determined by what film stock is used, whereas with digital photography, response to light is determined by the CMOS or CCD sensor(s) in the camera, so the cinematographer needs familiarity with the specific camera model. Typical production packages are rated based on all costs incurred during principal photography and exclude many post production costs. Production company requirements are now shifting towards a significant portion of the risk stemming from post production activities.
Technology innovation has meant that new vendors have emerged on the market such as RED and Silicon Imaging that are primarily focused on digital technology.
Impact on Claims/Losses
What this means for insurance losses is that innovative risk control and risk transfer methods need to be addressed that specifically relate to new exposures from digital media products. The types of losses that can result stem from transferring digital date to/from 2D to 3D conversion, losses resulting from migration of data from old forms of storage to new forms. Also, Care, Custody and Control issues relating to the migration and archiving of data.
As insurers revisit their policy wordings, they must ensure that their coverage and exclusions match with the industry requirements, as the advances in digital technology won’t slow down to wait out the process. While wordings might not currently exclude losses resulting from digital cinematography, insurers must ensure that new risk rating methods and coverage address the new risks that will arise during post production and storage of data.