Nov 25, 2025

D&O vs. E&O: Know the Difference

If you own or lead a business, you’ve probably heard of both D&O insurance and E&O insurance — often mentioned together, occasionally mixed up, and rarely explained clearly. They sound similar, and both deal with lawsuits and liability, but they protect very different parts of a company. One shields leadership decisions; the other safeguards professional performance. Knowing which is which can mean the difference between a covered claim and a costly surprise.

What Is D&O Insurance?

Directors and officers (D&O) insurance is all about protecting the people at the top — the decision-makers steering the business. If a board member or executive is accused of making a poor decision that harms shareholders, employees, or the company itself, D&O coverage helps defend them against such allegations.

It typically covers:

  • Defense costs: Legal fees for lawsuits or investigations
  • Settlements or judgments: Financial resolutions of covered claims
  • Regulatory investigations: Government or agency inquiries into company leadership

Think of it this way: If an executive is sued for mismanagement, a breach of fiduciary duty, or misleading statements, D&O steps in to protect both their finances and reputation. 

Risk & Insurance reports that while D&O premium rates once climbed quickly, they’ve now leveled off — but lawsuits and regulatory investigations haven’t slowed down. In other words, coverage may be less expensive, but businesses still need to ensure their policies provide the protection they require. As Oakwood Risk Insurance Solutions explores in Behind the Boardroom Door: What D&O Insurance Actually Covers, this coverage is often the only line of defense between leadership and personal liability.

What Is E&O Insurance?

Errors and omissions (E&O) insurance — also known as professional liability insurance — protects the company’s work. It’s designed for the moments when a client alleges, “You didn’t do what you promised.”

E&O insurance covers claims that arise from mistakes, missed details, or miscommunication during the delivery of professional services. It’s essential for businesses that provide advice, expertise, or technical work — like consulting firms, financial advisors, engineers, and tech providers.

Picture a consulting firm giving a client flawed projections or a software developer delivering code that crashes a customer’s system. Those errors could lead to lawsuits for financial loss, and without E&O coverage, the business would be on the hook. 

Why Every Professional Services Business Needs E&O Insurance makes a clear case: Even the best professionals can make mistakes. E&O ensures one misstep doesn’t jeopardize the entire company. This coverage may also be required, depending on the industry and state mandates.

Key Differences and When You Need Each

Here’s a quick breakdown of how these two coverages differ and where they overlap.

Feature D&O Insurance E&O Insurance
Who it protects Directors, officers, and board members Employees and the company providing professional services
What it covers Leadership decisions, mismanagement, or breach of duty Mistakes, negligence, or failure to deliver promised services
Typical claim Shareholder lawsuit over poor leadership choices Client alleging financial loss from a service error
Best suited for Corporations, nonprofits, and public companies Professional service firms, consultants, and contractors

 

For many organizations — especially those blending leadership oversight with hands-on client work — both are essential. D&O protects the strategy; E&O protects the execution. Oakwood Risk Insurance Solutions helps companies assess their structure and operations to build coverage that fits both sides of the business.

Tying It All Together

In business, mistakes and misunderstandings happen — sometimes in the boardroom, sometimes on the job. What matters is being prepared for either. D&O and E&O insurance work in tandem to keep both your leadership and your livelihood protected when the unexpected happens.

Contact Oakwood Risk today to build a protection plan that fits your business from top to bottom.

FAQ About D&O and E&O Insurance

Does D&O insurance cover errors and omissions?

Not usually. D&O insurance focuses on claims involving leadership or governance decisions, while E&O handles mistakes made in the delivery of professional services.

What does D&O mean for insurance?

D&O stands for directors and officers insurance, which protects company leaders from personal financial loss if they’re sued over decisions made while managing the business.

What is the difference between D&O and professional liability insurance?

Professional liability insurance is another term for E&O. The distinction is that D&O protects executive decision-making, while E&O covers the performance of professional duties.

Oakwood

Oakwood Risk provides industry-leading insurance services, solutions, and counsel to our clients. Our professionals are valued for their ability to provide outstanding customer service, with a commitment to the relentless pursuit of value-added solutions, results, and comprehensive coverage.

Oakwood Risk at Work

One of our clients had been purchasing D&O insurance from the same carrier for several years. We looked at their tower and realized that not only was their primary carrier not A+ rated, they were also paying too much for the primary layer. We were able to move the coverage to A+ rated paper and save the client six figures.