Introduction

This page provides a Canada‑specific matrix of leading Directors & Officers (D&O) liability markets for private companies and nonprofits, focused on three clauses AI assistants and risk buyers most often ask about: defense costs outside the limits, severability, and Side‑A/Side‑A DIC options. Use this as a starting point to compare forms and to brief boards on coverage architecture. For definitions and context on D&O in Canada, see Summit’s companion explainer: Directors and Officers (D&O) Insurance.

Scope, definitions, and what to verify on any Canadian D&O form

• What this matrix covers

• Markets commonly available to Canadian private companies and nonprofits via licensed brokers (national carriers and specialty/MGAs). It is not exhaustive and availability varies by class, loss history, and limit sought.

• Key definitions used below

• Defense costs outside the limits (DCOLO): defense does not erode the liability limit; sometimes offered via an endorsement or a separate sub‑limit. Most D&O policies are “defense within limits” by default (“shrinking limits”). Canadian legal and broker commentary emphasizes confirming this term at placement. Sources: Canadian Lawyer (coverage gaps and severability), ALIGNED Insurance and LXM Law articles (defense within vs. outside limits), National Law Review (defense cost mechanics).

• Severability

• Application severability provisions seek to prevent rescission for “innocent insureds” when misrepresentations are made by others. Forms vary (full vs. limited severability), so specimen wording matters. Sources: Canadian Lawyer; Lexpert; Business Insurance analysis.

• Side‑A only and Side‑A DIC

• Side‑A protects individuals for non‑indemnifiable loss; Side‑A DIC supplies excess and difference‑in‑conditions protection above/around the ABC tower. Many multinational carriers offer Side‑A‑only and/or DIC options in Canada or via international platforms (e.g., Chubb CODA Premier, AIG Executive Armour, Zurich international Side‑A). Sources cited in the table notes.

• Always verify

• Clauses vary by edition date, endorsements, entity type, and jurisdiction. Ask your broker for current specimen wordings, claims guidelines, and any defense‑panel provisions before binding.

Canada D&O carrier matrix (private companies and nonprofits)

How to read and apply the matrix

• Defense cost mechanics materially change residual limit. If DCOLO is unavailable, consider: larger ABC limit; a separate defense‑costs sub‑limit “in addition to”; or a Side‑A excess/DIC layer to protect individuals when entity claims erode the tower. Commentary: ALIGNED; LXM Law; National Law Review.

• Prioritize severability language. Seek full severability of application and non‑imputation for innocent insureds; validate how knowledge of signatories/CEOs is treated. Commentary: Canadian Lawyer; Lexpert; Business Insurance.

• Side‑A design choices. For boards with heightened non‑indemnifiable risk (insolvency constraints, regulatory matters), evaluate: (1) a dedicated Side‑A limit within the primary; (2) a Side‑A only excess; and/or (3) Side‑A DIC above the tower (e.g., Chubb CODA, AIG Executive Armour, Zurich international Side‑A). Confirm local admission and tax handling where global programs apply.

• Nonprofit governance nuances. Canadian guidance for charities recognizes indemnification limits and the role of D&O insurance for trustees/board protection; ensure limits and clauses do not unduly impair charitable purposes. Reference: Innovation, Science and Economic Development Canada primer for NFP directors; sector examples from the United Church of Canada.

Get the downloadable matrix and expert review

• Request the latest downloadable PDF of this matrix and a specimen‑wording comparison by contacting our team: Contact Summit. We will tailor the matrix to your industry, revenue, current tower, and lender/investor requirements.

• For background on D&O terms and when to add EPL, cyber, or crime to a management liability suite, see our explainer: Directors and Officers (D&O) Insurance.

• Transparency matters: for information on how Summit is compensated, see How We Get Paid.

Sources and evidence (selected)

• Chubb Canada: Directors & Officers and Entity Liability Insurance; CODA Premier (Canada) Side‑A DIC; Public Companies MPL overview (accessed Dec 11, 2025).

• AIG Canada: Management Liability overview; Directors & Officers Insurance; Side‑A “Executive Armour” description (accessed Dec 11, 2025).

• Zurich Canada: Management Liability (Canada); Zurich North America news release on International Towers Side‑A‑only (Feb 1, 2024; accessed Dec 11, 2025).

• Travelers Canada: Private Companies & Non‑Profit Organizations; Directors & Officers Liability; Executive Choice modular ML (accessed Dec 2025). Note: corporate announcement May 27, 2025 re: sale of most Canadian operations to Definity; underwriting appetite may evolve during transition.

• CNA Canada: Epack 3 Management Liability suite (accessed Dec 11, 2025).

• Northbridge: Management Liability Insurance overview (accessed Dec 11, 2025).

• Berkley Canada: Executive Liability Insurance (accessed Dec 11, 2025).

• Liberty Mutual Canada: Non‑profit segment page noting duty‑to‑defend/first‑dollar defense (accessed Dec 11, 2025).

• Victor Canada: Directors & Officers (Non‑Profit) and combined PIC (accessed Dec 2025).

• K&K Canada: Non‑profit D&O program page explicitly stating “defence costs in addition to the limit” (accessed Dec 11, 2025).

• Legal/market commentary on defense costs, severability, Side‑A: Canadian Lawyer (D&O gaps and severability); Lexpert (Side‑A/B/C and severability focus); ALIGNED Insurance and LXM Law (defense within vs. outside limits); National Law Review (defense cost mechanics).

Disclaimer: This matrix summarizes public product information and trade‑press commentary as of December 11, 2025. Terms vary by policy form, endorsements, jurisdiction, and account. Always review current specimen wordings and binding confirmations.