Transaction Issues
Insurer Formation
We have a lot of experience with the formation and licensing of insurers, reinsurers, domestic and foreign captives, and all sorts of other regulated entities. We are involved in structuring, documenting and obtaining regulatory approvals required in connection with formation and licensing.
We provide advice concerning and negotiation and preparation of all organizational documents, including corporate documentation, shareholder agreements, employment agreements, service agreements, third party vendor contracts, pro forma financials and other financial documents and all documents necessary to the formation and operation of insurance companies.
Insurer Licensing
We have a lot of experience with the licensing of insurers, reinsurers, domestic and foreign captives, producers, and all sorts of other regulated entities and are often involved in nationwide licensing projects.. We are involved in structuring, documenting and obtaining regulatory approvals required in connection with licensing. We can assist with jurisdiction selection based on the strategic goals and the regulatory hurdles that exist in each jurisdiction. We provide advice concerning and preparation of applications for certificates of authority, including the Uniform Certificate of Authority Application (UCAA) and all required state specific forms and financial documentation.
Captives & Risk Groups
We are involved in evaluating, structuring and forming captive insurance companies and other risk financing vehicles. We provide legal counsel in connection with the design and implementation of alternatives to traditional commercial insurance, and have represented investors and organizers in forming captive insurance companies, risk retention groups, risk purchasing groups, and self-insurance trusts.
Reinsurance Agreements
We represent ceding insurers and reinsurers involving a full range of reinsurance issues in the United States and offshore. We advise such entities on complex treaty language drafting, as well as all regulatory issues including securing the necessary regulatory approvals and assisting with the structuring the arrangement so as to satisfy all requirement for financial statement credit.
Producer Formation & Licensing
We have a lot of experience with the formation and licensing of producers, TPAs, and other insurance intermediaries, including life settlement providers. We are often involved in structuring, documenting and obtaining regulatory approvals required in connection with such formation and licensing. We provide advice concerning and negotiation and preparation of all organizational documents, including corporate documentation, shareholder agreements, employment agreements, service agreements, and third party vendor contracts. We also have a lot of experience licensing producer entities and individuals nationwide, as well as nationwide TPA licensing.
Mergers & Acquisitions
Insurance corporate transactions require specific insurance regulatory expertise in addition to traditional corporate, capital markets, securities, and tax expertise. Accordingly, as a result of our extensive knowledge of the insurance industry and the agencies that regulate it, we often work with investment bankers, actuaries, and accountants and their counsel to provide focused, strategic planning advice relating to insurance shell company acquisition, due diligence, the preparation and negotiation of the definitive agreements, including the negotiation of representations, warranties, covenants and indemnities and obtaining the necessary regulatory approvals.