Our Corporate Team has an impressive track record of leading expertise in the UK across all aspects of Corporate law including expertise in M&A, domestic flotations, corporate finance, public to privates, buy-outs, private equity, tax and company secretarial services, and we regularly advise insurers and intermediaries on corporate transactions including acquisitions and disposals, corporate reorganisations and joint ventures, along with Court-approved Part VII transfers and renewal rights deals.

Working across the sector and covering general insurance, life insurance and intermediaries, we help clients to thoroughly review the target company’s insurance portfolios, regulatory compliance, and potential liabilities. We assess risks related to policies, underwriting, claims, and ongoing disputes to provide a clear picture of the legal landscape.

We also navigate the complex regulatory environment to ensure that all necessary approvals are obtained and advise on the impact of the transaction on solvency requirements and licensing. Our expertise helps structure the deal to address insurance-specific risks and draft agreements that protect our client’s interests.

We have market-leading experience of the insurance business transfer regime under Part VII of the Financial Services and Markets Act 2000 – both in the context of our transactional work and in the context of group simplification and restructuring. We also regularly advise on schemes of arrangement under Part 26 of the Companies Act 2006 in the insurance sector.

Our team provides specialist advice on all aspects of reinsurance – advising insurers and reinsurers to draft, review, and negotiate reinsurance contracts in both the life and general insurance sectors. Our work in the reinsurance sector covers areas such as longevity risk, funded reinsurance and fronting arrangements and, working with insurer and reinsurer clients, we have been involved in some of the largest and most complex transactions in the market.

We are also able to advise on the (UK) Solvency II related areas of reinsurance, including the putting in place of appropriate collateral arrangements, working closely with our structured finance/derivatives practice.

We advise on a broad range of insurance distribution arrangements, from straightforward introducer agreements to complex affinity arrangements involving the co-manufacturing of new products. We advise on some of the largest and most complex insurance distribution agreements in the market, often involving sophisticated financial arrangements representing significant premium value. Our comprehensive understanding of regulation and the regulatory framework means that we are able to ensure that arrangements reflect the requirements of the regulator and the needs of the market.

We recognise the importance of developing a compelling and innovative proposition, and understand the risks from a legal, regulatory and reputational perspective. We have extensive experience of advising on the structuring of products and customer propositions, including the use of appointed representatives, third party processors, delegated underwriting authorities and exemptions under the RAO. Throughout the product lifecycle, we support ongoing compliance monitoring and respond to regulatory updates, helping clients adapt quickly to changes. Our proactive approach helps safeguard reputation, maintain trust, and support sustainable business growth.

An increasing number of distribution arrangements we advise on include a significant technology element, whether through the development of a bespoke technology platform or by partnering with insurtechs. We work closely with our regulatory and commercial colleagues to ensure we incorporate best practice and mitigate the execution risks inherent in such arrangements.

We advise on major outsourcing and technology projects for clients in the insurance sector, including in relation to IT platforms, software development, data enrichment, implementation of AI and claims handling arrangements. In assisting clients to structure such arrangements, we can support the entire procurement process through vendor selection, contract drafting, negotiation and post-contract support. 

We have particular expertise of working with insurtechs and advising on the use of new technologies to enhance decision-making and customer experience. 

We understand the constantly evolving regulatory environment arising from the use of technology and outsourcing activities, and bring this experience to the contract negotiation stage to help minimise regulatory risk.

Insurance and Reinsurance Disputes

We have extensive experience of mediation, arbitration and litigation, including complex, international, multiparty coverage disputes acting for policyholders. 

Our policyholder base includes some of the best known and most highly respected FTSE 350 companies in sectors including energy and utilities, financial services, health, real estate, retail and consumer, and transport. Among our areas of expertise are:

• Professional indemnity
• Directors and officers liability insurance (D&O)
• Employers' liability
• Product liability
• Crime
• Property
• Trade credit and political risk
• Automotive and energy

Our team also has significant experience handling Bermuda Form arbitration disputes.

We add real value to our clients here as our team comprises specialist insurance lawyers who understand the market. We deliver expert advice across a range of topics, including on:

• The scope of the duty of disclosure
• The drafting and interpretation of policy wordings
• The consequences of breaches of policy terms
• Claims notification and claims control provisions
• Relationships with brokers
• Insurers' rights of inspection
• The effect of insurance covenants in commercial agreements

We advise on a full range of issues relating to the marketing, sale and provision of insurance products, advising across product development and governance, perimeter issues, client money arrangements and conduct of business requirements (including the FCA’s Consumer Duty). 

As well as advising on routine regulatory matters, the team has also been at the heart of substantial business transformation and compliance projects.

We have also been involved in negotiating difficult issues with the FCA. These have involved deal-critical arrangements, such as change of control, close links arrangements, substantial outsourcing arrangements, and the allocation of Senior Manager responsibilities.

Our Regulatory Risk and Compliance Practice Group includes senior non-lawyer compliance professionals, a number of whom have extensive experience in the insurance sector. This enables us to provide a cohesive legal and compliance service, whilst bringing a compliance mind-set to our legal advice. 

Our specialist contentious regulatory team has decades of experience advising some of the largest regulated financial institutions, including insurers on PRA and FCA investigations, referrals to the Upper Tribunal, internal investigations including whistleblowing, s166 Skilled Persons reviews, past business reviews and independent public reviews.