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Directors and Officers (D&O) Insurance in Arizona

Arizona business-corporation articles may limit a director’s monetary liability, but the statute preserves claims for an unauthorized financial benefit, intentional harm, a violation of § 10-833, or an intentional criminal-law violation. Indemnification has separate conduct tests and court-ordered exceptions. Identify each insured entity’s legal form and incorporation jurisdiction before applying these rules. 1,2

What Is Directors And Officers?

D&O insurance can help pay covered defense costs and losses from claims against company leaders over management decisions. If your organization has a board or executives, check whether the company itself is insured and whether legal bills reduce the limit. Read the national Directors and officers guide.

What to Watch for in Arizona

  • Exculpation Must Be in the Articles

    Arizona makes the monetary-liability limitation an optional articles provision. Check your filed articles; the statutory option alone does not show that your corporation adopted it. 1

  • Four Claim Types Stay Outside the Shield

    An articles clause cannot eliminate liability for a director’s unauthorized financial benefit, intentional harm to the corporation or shareholders, a violation of § 10-833, or an intentional criminal-law violation. Ask how the policy’s defense and loss terms apply to those allegations. 1

  • Indemnity Has Separate Tests and Limits

    A corporation may indemnify a director only after the case-specific determination and conduct tests in § 10-851; official-capacity conduct must be reasonably believed to serve the corporation’s best interests, while other conduct must be reasonably believed at least not opposed to them. After specified adverse judgments, indemnity is restricted, subject to a court order under § 10-854 unless the articles opt out; after an adjudication described in § 10-851(D), a court-ordered award is limited to reasonable expenses. Derivative indemnity is also limited to reasonable expenses. Ask how the policy responds if company indemnity is unavailable. 2,3,4

Who Regulates Insurance in Arizona

Arizona Department of Insurance and Financial Institutions

Arizona DIFI regulates insurance companies and insurance professionals, including producers and surplus-lines brokers. Its license search covers both individual or business licensees and insurance companies, and its complaint page explains how to file with the Department. 5,6,7

Surplus-lines tax and stamping office

Reported tax rate: 3% of gross premium and taxable policy fees, less returns; stamping fee rate not verified When Arizona is the insured’s home state, the tax is 3% of gross premium and taxable policy fees, less returned premium; the statute excludes stamping fees from that tax base. For a multistate risk, Arizona’s share is allocated by exposure under the statute. Arizona's surplus-lines policy notice says these policies do not receive guaranty-fund protection. Current stamping-fee amount was not independently confirmed from readable current evidence and is omitted. 8,10,12,13

The Surplus Line Association of Arizona

  • Arizona has an exempt-commercial-purchaser search exception: A surplus-lines broker generally must make diligent effort to place an Arizona risk in the admitted market. For an exempt commercial purchaser, federal law removes that search only after the broker discloses the admitted-market protection difference and the purchaser then asks in writing for nonadmitted coverage. 9,11

Providers With Documented State Licenses

These providers publish a national listing for Directors and officers; the state records document licenses for the entities and roles shown below. Some records rely on company-reported information rather than independent regulator verification. A national listing does not confirm the product is available in Arizona. Check the regulator’s license lookup and confirm state availability for your business when requesting a quote.

  • CoalitionCoalition Insurance Solutions, Inc.Insurance producer, Surplus-lines broker · checked 2026-09-28Coalition’s license page lists producer and surplus-lines licenses for Coalition Insurance Solutions, Inc. in all 50 states and the District of Columbia. The page separately lists insurers; this record covers the brokerage entity only. 15
  • CorgiCorgi Insurance Services, Inc.Insurance producer · checked 2026-09-28Corgi’s company producer-license table lists 50 jurisdictions: 49 states and the District of Columbia, including DC license 3003091619. New Mexico does not appear in the table and is not included here; the omission does not establish that Corgi is unlicensed there. The company-reported table has no stated as-of date and does not establish product availability. 16
  • RisklyticsRisklytics, Inc.Insurance producer · checked 2026-09-28Risklytics’ licensing page lists its Massachusetts resident agency license plus state license records in Arizona, Colorado, Illinois, Indiana, New Jersey, Ohio, Texas and Washington; it identifies the NPN record date as September 10, 2026. This list is company-published and not a product availability map. 19
  • TechInsuranceSpecialty Program Group LLCInsurance producer · checked 2026-09-28TechInsurance’s current licensing page names Specialty Program Group LLC / SPG Insurance Solutions and lists state license numbers, but labels Rhode Island “Individual licenses” rather than identifying a license for the named agency. RI is omitted because this disclosure does not establish agency authority there; this is a search limitation, not an assertion that the company is unlicensed. The remaining state entries are company-reported and are not an insurance product availability map. 20
  • VouchVouch Specialty Insurance Services, LLCInsurance producer, Surplus-lines broker · checked 2026-09-28Vouch’s licenses page, effective January 16, 2025, lists producer licenses in all 50 states and DC. Its separate surplus-lines table includes Idaho number 870820, while a footnote says Georgia and Idaho do not issue agency-level surplus-lines licenses. Because those statements conflict for Idaho, this record keeps Idaho producer-only and does not treat the table number as established agency surplus-lines authority. The page is company-reported and does not establish product availability. 21

Questions to Ask Before You Buy in Arizona

  1. Does our filed Arizona charter contain the optional director-liability provision, and which claims remain outside it?
  2. Who can make the Arizona-specific determination to indemnify a director, and what happens if that determination is delayed?
  3. Does the policy pay defense costs for an allegation involving an unlawful distribution or improper financial benefit?

Directors And Officers in Arizona: FAQ

Can an Arizona corporation limit a director’s personal liability? 1

Yes. Arizona business-corporation articles may limit a director’s monetary liability, except for an unauthorized financial benefit, intentional harm, a violation of § 10-833, or an intentional criminal-law violation. 1

When may an Arizona corporation indemnify a director? 2,4

Sometimes. Under § 10-851(A), official-capacity conduct must be in good faith and reasonably believed to serve the corporation’s best interests; other conduct must be reasonably believed at least not opposed to them. Criminal proceedings also require no reasonable cause to believe the conduct was unlawful. After the adverse adjudications in § 10-851(D), indemnity is restricted, but unless the articles opt out a court may order it under § 10-854 when fairly and reasonably warranted; after such an adjudication, the award is limited to reasonable expenses. Derivative indemnity is limited to reasonable expenses. 2,4

Directors And Officers in Other States

Other Coverage in Arizona

Sources

  1. Arizona Revised Statutes § 10-202. Arizona State Legislature; § 10-202(B)(1)–(2), optional charter liability and indemnification provisions. Accessed 2026-09-28.
  2. Arizona Revised Statutes § 10-851. Arizona State Legislature; § 10-851(A), (D)–(E), director indemnification authority and restrictions. Accessed 2026-09-28.
  3. Arizona Revised Statutes § 10-855. Arizona State Legislature; § 10-855(A)–(B), authorization and determination for director indemnification. Accessed 2026-09-28.
  4. Arizona Revised Statutes § 10-854. Arizona State Legislature; § 10-854, court-ordered indemnification and expense limit after adjudication under § 10-851(D). Accessed 2026-09-28.
  5. Arizona Department of Insurance and Financial Institutions. Arizona Department of Insurance and Financial Institutions; Official agency homepage. Accessed 2026-09-28.
  6. License Search. Arizona Department of Insurance and Financial Institutions; Search for individual or business licensees and insurance companies; insurer surplus-lines eligibility links. Accessed 2026-09-28.
  7. File a Complaint. Arizona Department of Insurance and Financial Institutions; Department complaint information and filing destinations. Accessed 2026-09-28.
  8. A.R.S. § 20-416: Tax on surplus lines. Arizona State Legislature; Subsection C sets the surplus-lines tax at 3% of gross premiums and requires the broker to collect it from the insured. Accessed 2026-09-28.
  9. Arizona House Bill 2111, Chapter 38. Arizona Legislature; Arizona House Bill 2111 (amending § 20-408) and current A.R.S. § 20-410 policy notice; see statutory notice. Accessed 2026-09-28.
  10. 15 U.S.C. § 8205: Streamlined application for commercial purchasers. U.S. House of Representatives, Office of the Law Revision Counsel; Broker's due-diligence search exception for an exempt commercial purchaser requires prior disclosure that admitted-market insurance may offer greater protection/regulatory oversight and the purchaser's subsequent written request for nonadmitted placement. Accessed 2026-09-28.
  11. A.R.S. § 20-410: Validity, disclosure, policy fees. Arizona State Legislature; Subsection B requires surplus-lines notices to state insureds/claimants are ineligible for Arizona guaranty-fund protection for both foreign and domestic surplus-lines insurers; subsection C says taxes under § 20-416 apply to broker service fees. Accessed 2026-09-28.
  12. 15 U.S.C. § 8202: Regulation of nonadmitted insurance by insured's home State. U.S. House of Representatives, Office of the Law Revision Counsel; § 8202(a): nonadmitted placement is subject solely to insured's home-State requirements, except as otherwise provided; § 8201 addresses exclusive home-State tax authority. Accessed 2026-09-28.
  13. Licenses. At-Bay; Current producer introduction and state table; At-Bay Insurance Services LLC; P&C and surplus-lines identifiers. Accessed 2026-09-21.
  14. Licenses and Carriers. Coalition; Licenses and Carriers, re-read 22 September 2026: Insurance Licenses table for Coalition Insurance Solutions, Inc., national producer number 18419475, with producer and surplus-lines numbers for all 50 states and DC including California 0L76155, Georgia 196479, Texas 2199630 and 2205589, Pennsylvania 815731 and 817452, Colorado 539028 and Wisconsin 3000108852. Insurance Carriers table naming, with NAIC numbers, Allianz Underwriters Insurance Company 36420, Arch Specialty Insurance Company 21199, Ascot Specialty Insurance Company 45055, Ascot Insurance Company 23752, Aspen Specialty Insurance Company 10717, Chaucer Insurance Company DAC, Coalition Insurance Company 29530, Fireman's Fund Indemnity Corporation 11380, Fortegra Specialty Insurance Company 16823, Lloyd's of London, MSIG Specialty Insurance USA Inc. 34886, MS Transverse Specialty Insurance Company 41807, Steadfast Insurance Company 26387, Vantage Risk Specialty Insurance Company 16275 and Zurich American Insurance Company 16535. Accessed 2026-09-22.
  15. Insurance Producer Licenses. Corgi Insurance; Current complete Insurance Producer Licenses table for Corgi Insurance Services, Inc.; 50 rows covering 49 states and DC (DC 3003091619); no New Mexico row; no NPN or as-of date shown. Accessed 2026-09-28.
  16. About Hiscox US Insurance. Hiscox; Hiscox Insurance Company Inc. NAIC 10200 as Chicago, IL domiciled insurer admitted or licensed in all 50 states and D.C.; Hiscox Inc. as general agent and Lloyd’s coverholder for Syndicates 33 and 3624; surplus-lines placements through licensed surplus-lines brokers; A.M. Best rating statement. Accessed 2026-09-16.
  17. Licenses. ERGO NEXT Insurance; Current entity-by-state license table reopened 28 September 2026: 50 rows under Next First Insurance Agency, Inc., including Washington, DC; New York rows instead list Next Insurance Services PC-1423070 and AP Intego BR-1198885. Accessed 2026-09-28.
  18. About Risklytics. Risklytics; What we do; Who we insure; Licensing; Agency licenses table dated 2026-09-10. Accessed 2026-09-16.
  19. Insurance Licenses by State. TechInsurance; Current state table; identifies TechInsurance as a division of Specialty Program Group LLC d/b/a SPG Insurance Solutions; lists DC 3000041536 and labels Rhode Island “Individual licenses,” without an agency license number. Accessed 2026-09-28.
  20. Licenses. Vouch; Effective 16 January 2025: Vouch Specialty Insurance Services, LLC, NPN 19926463; P&C table (50 states and DC); surplus-lines table includes Idaho 870820; footnote says Georgia and Idaho do not issue agency-level surplus-lines licenses; Idaho retained as producer-only due to conflict. Accessed 2026-09-15.

Updated .

This guide is informational and does not determine whether a policy is available or meets your needs. Editorial policy. To suggest a correction, contact Spot with a supporting source.

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