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Virginia Management Liability Insurance

For a Virginia stock corporation, a director adjudged liable to the corporation in a derivative proceeding cannot receive ordinary statutory indemnity; a court may still order fair-and-reasonable indemnity, limited to expenses after that judgment. For a stock corporation, a director adjudged liable to the corporation in a derivative proceeding cannot receive ordinary statutory indemnity; a court may still order fair-and-reasonable indemnity, limited to expenses after that judgment. 1,2

What Is Management Liability?

Management liability packages can combine D&O and employment-practices coverage for leader and workplace claims, while benefit-plan protection may be a separate part. Shared limits can let a claim in one part reduce what is available for another, so compare the limits across the quote. Read the national Management liability guide.

What to Watch for in Virginia

  • Employment And Corporate Claim Handling

    Virginia’s current stock-corporation provisions generally extend director indemnity and advancement rules to an officer sued because of officer status, unless the articles limit them. Have the broker compare the actual articles and bylaws with the policy’s officer definition and any insured-versus-insured language. Ask how the EPL form handles this allegation type, including wage-and-hour exclusions, defense sublimits, and notice triggers. 1

  • Private Company Indemnification

    Under the current Stock Corporation Act, ordinary indemnity is restricted after a director is adjudged liable to the corporation in a derivative proceeding; a court may order indemnity when fair and reasonable, but after that adjudication it is limited to reasonable expenses. As a private company, compare your bylaws and indemnity agreement with the policy’s advancement language; sections does not itself promise insurance payment. 1

  • Review The January 2027 Code Versions

    Virginia’s Nonstock Corporation Act displays replacement indemnification provisions effective January 1, 2027. If your insured is a nonstock corporation and its policy renews across that date, ask the broker to check the policy wording and organizational documents against the provisions effective for the relevant conduct and claim dates. Ask who will log the first written notice and confirm the policy reporting date. 2

Who Regulates Insurance in Virginia

Virginia State Corporation Commission, Bureau of Insurance

The Virginia State Corporation Commission, Bureau of Insurance administers Virginia insurance laws, oversees insurers and insurance producers within its authority, and provides regulatory and consumer resources. You can use the department's complaint process to raise an insurance issue and its licensing resources to check insurance professionals. 5,6,7

Surplus-lines tax and stamping office

Reported tax rate: 2.25% of premium plus up to 0.1% Bureau Special Fund assessment The NAIC's state chart lists a 2.25% of premium plus up to 0.1% Bureau Special Fund assessment charge for surplus-lines coverage for Virginia (the chart's state entries were reviewed in October 2025). Your broker may collect the applicable amount with the premium. Surplus-lines insurers are not licensed in the state and generally are outside state guaranty-association protection; ask your broker to explain the insurer's financial protections and any diligent-search requirement that applies to your placement. 8,9

Providers With Documented State Licenses

No provider in Spot’s research documents both a state license record and this coverage line. This does not establish that providers are unlicensed. Check the regulator’s license lookup and confirm availability with a provider when requesting a quote.

Questions to Ask Before You Buy in Virginia

  1. Which Virginia employment-law allegations and agency notices did you account for, and how do the EPL form’s wage-and-hour exclusion and defense sublimit apply?
  2. For our Virginia private company, when do the charter, bylaws, or indemnification agreements require us to advance a leader’s defense costs, and when does the policy respond?
  3. Does the quote include fiduciary-liability coverage, and which plan fiduciaries need a separate ERISA fidelity bond?
  4. Does the policy treat an agency charge, written demand, and filed lawsuit as separate claim triggers, and what notice date applies to each?

Management Liability in Virginia: FAQ

What employment-law exposure should a Virginia business discuss when buying management liability? 1,2

For a Virginia stock corporation, a director adjudged liable to the corporation in a derivative proceeding cannot receive ordinary statutory indemnity; a court may still order fair-and-reasonable indemnity, limited to expenses after that judgment. The policy notice deadline is separate from any agency filing deadline. 1,2

Does Virginia corporate law determine what a D&O policy pays? 1,2

For a stock corporation, a director adjudged liable to the corporation in a derivative proceeding cannot receive ordinary statutory indemnity; a court may still order fair-and-reasonable indemnity, limited to expenses after that judgment. The statute does not itself define what the insurer must defend or pay; check those terms in the policy. 1,2

Is a plan fidelity bond the same as fiduciary-liability insurance for a Virginia business? 2,3,4,1

No. ERISA requires a fidelity bond for covered plan fiduciaries who handle plan funds; For a stock corporation, a director adjudged liable to the corporation in a derivative proceeding cannot receive ordinary statutory indemnity; a court may still order fair-and-reasonable indemnity, limited to expenses after that judgment addresses a separate company-law issue. Ask whether the policy includes fiduciary-liability coverage in addition to the bond. 2,3,4,1

Management Liability in Other States

Other Coverage in Virginia

Sources

  1. Virginia Code § 13.1-697, Authority to Indemnify. Virginia Legislative Information System; Current version effective until January 1, 2027, subsections A, C–D; derivative and personal-benefit restrictions. Accessed 2026-09-28.
  2. Virginia Nonstock Corporation Act, Article 9, Indemnification. Virginia Legislative Information System; Current §§ 13.1-876–883 through Dec. 31, 2026; revised versions marked effective Jan. 1, 2027. Accessed 2026-09-28.
  3. 29 U.S.C. § 1112, ERISA fidelity bonding. U.S. Government Publishing Office; ERISA § 412(a)–(e): covered plan fiduciaries and persons handling plan funds/property; fraud-or-dishonesty protection; statutory exceptions; amount and procurement rules. Authenticated U.S. Code text records amendments through 2019, accessed 2026-09-28. Accessed 2026-09-28.
  4. 29 C.F.R. § 2580.412-6, Handling test for ERISA bonding. Office of the Federal Register, Electronic Code of Federal Regulations; Current eCFR displayed as of 2026-09-24; § 2580.412-6(a)–(b): risk-based handling definition, access/control/disbursement examples, negligible-risk qualification. Accessed 2026-09-28.
  5. Virginia State Corporation Commission, Bureau of Insurance. Virginia State Corporation Commission, Bureau of Insurance; Official regulator website; insurance oversight and consumer/professional resources. Accessed 2026-09-28.
  6. Insurance Department Directory. National Association of Insurance Commissioners; Virginia State Corporation Commission, Bureau of Insurance entry; official contact and website listing. Accessed 2026-09-28.
  7. Surplus Lines Insurance Premium Taxes. National Association of Insurance Commissioners; VA row; state surplus-lines premium-tax rate reviewed October 2025. Accessed 2026-09-28.
  8. Guaranty Associations & Funds. National Association of Insurance Commissioners; Coverage of claims from insolvencies of insurers licensed in a state; surplus-lines insurers are nonadmitted. Accessed 2026-09-28.
  9. Licenses. At-Bay; Current producer introduction and state table; At-Bay Insurance Services LLC; P&C and surplus-lines identifiers. Accessed 2026-09-21.
  10. 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.
  11. 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.
  12. 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.
  13. 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.
  14. 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.
  15. 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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