Does Alabama law protect company directors and officers from lawsuits?
Does Alabama corporate law protect directors and officers from lawsuits?
Only partly, and with a real gap. Alabama corporate law allows a business corporation (Code of Alabama Section 10A-2-8.57) or a nonprofit corporation (Section 10A-3-2.43) to indemnify its directors and officers for defense costs.
Where does that protection stop?
The law explicitly carves out any matter where the director or officer is ultimately found liable for negligence or misconduct. Indemnification does not apply exactly where the exposure is greatest.
What fills that gap?
That gap, coverage for a director or officer found liable for negligence or misconduct, is what management liability (D&O) insurance is designed to cover. A corporation's bylaws can promise indemnification, but only insurance actually pays when the exact situation the bylaws exclude occurs.
What should a board check?
A coverage review can confirm whether a specific organization's D&O coverage actually closes this gap. See Alabama management liability (D&O) insurance for more.
