Insurance & Reinsurance: Experience

M&A

  • AXA XL on the cross border merger of its French services company into its Irish services company, XL Catlin Services SE.
  • AXA XL on its cross border merger and portfolio transfer of the AXA corporate lines businesses from France and Germany into its Irish insurer, XL Insurance Company SE.
  • XL on the acquisition of XL Group by AXA.  
  • Livingbridge on its investment in Chill Insurance.
  • Liberty Mutual on the Irish regulatory aspects of its acquisition of AmTrust's global surety business.
  • Ardonagh Group on its acquisition of Arachas Corporate Brokers.
  • Zurich Life on the sale of a portfolio of investment policies to Monument Life Insurance DAC.
  • Zurich Insurance plc on the sale of a portfolio of German architects and engineers' professional indemnity policies to DARAG Deutsche Versicherungs-und Rückversicherungs AG.
  • DAS Group on all Irish aspects of the sale of all the business and assets of its Irish branch to the Irish branch of ARAG Allgemeine Versicherungs-AG.
  • Cardinal Carlyle on its acquisition of AA Ireland and on AA Ireland's subsequent disposal to Further Global.
  • China Re on its acquisition of Chaucer Insurance.
  • GE on the disposal of its captive insurer Electric Insurance Ireland DAC to R&Q.
  • Achmea on the sale of Friends First to Aviva.
  • Aegon on the sale of Aegon Ireland to Athora.
  • Banco BPM and Cattolica on the acquisition by Cattolica of a majority stake in Vera Financial.
  • LCCG / Oaktree on its acquisition of Generali Pan Europe.
  • XL Group on its $4.2bn acquisition of Catlin Group.
  • UBS on the sale of UBS International Life (now Octium International Life) to the Havilland Group.
  • Aviva and AIB on the sale of Aviva Health to Irish Life.
  • Zurich on its acquisition of Blue Insurance.

Redomiciliations, reorganisations, migrations and business transfers

  • Cross Border Merger and portfolio transfer of the group's corporate lines businesses related services activities from France and Germany into the group's Irish authorised regulated companies, XL Insurance Company SE and XL Catlin Services SE.
  • AXA XL on the migration of its substantial EU insurance operation, XL Insurance Company SE and regulated intermediary, XL Catlin Services SE to Ireland by way of redomiciling two regulated SEs.
  • Standard Life, Prudential, Aetna and Arch Capital on significant expansions of their existing Irish insurers to accommodate EU business previously conducted by UK affiliates.
  • Chartis / AIG Group on the ground breaking transfer by scheme of arrangement of the Bermuda branch business of Chartis Excess to another Chartis insurer established in Bermuda.
  • XL Group on the re-domiciliation of its ultimate holding company from Ireland to Bermuda.
  • Bank of Ireland in connection with the intra-group merger of two of its banking entities in relation to their respective insurance distribution arrangements.
  • Court-approved domestic amalgamations by way of Scheme of Arrangement (a process we pioneered) for Golden Arches and Ace.
  • Amalgamation of Motorola’s Irish captive insurer and reinsurer (the first domestic amalgamation carried out when the process became available under the Companies Act 2014).
  • Creation of SEs (European companies) for Aviva, Talanx, XL and Partner Re.
  • Portfolio transfers for insurers including Friends First, Liberty, Aviva, HSBC, Zurich, ACE, PMI, Newwater, HSBC and numerous captive insurers.
  • Cross-border mergers for XL, Partner Re, Chartis and Zurich.

Recent authorisations

  • The Standard Club, North of England Protecting and Indemnity Association, Charles Taylor plc, BUPA, Berkshire Hathaway, Aon, XL Insurance Company SE and their intermediary XL Catlin Services SE, on establishment and authorisation of new Irish (re)insurers and intermediaries. 

Solvency II

  • Numerous insurers and reinsurers on Solvency II-related work. Including group supervision, outsourcing, subordinated loan / debt arrangements, capital contributions, eligible own funds, ancillary own fund applications, risk mitigation techniques, prospective / actual solvency non-compliances, contract boundaries, changes in "qualifying holdings", business expansions and changes to conditions of authorisation.
  • Several insurers on putting in place Solvency II-compliant reinsurance (collateral) arrangements with non-EEA counterparties.

Regulatory and enforcement

  • A number of major insurers on settlement of complex multi-million euro financial services administrative sanctions enforcement actions arising from various regulatory breaches including in the areas of anti-money laundering, corporate governance, cyber-attack, data protection, reserving practices and solvency compliance.
  • Many (re)insurers on consequences of breaches / potential breaches of regulation including broader implications such as white-collar crime issues, regulatory and criminal investigations, risk mitigation programs and governance issues.

ESG

  • Several domestic and cross-border life insurers on SFDR disclosure obligations.
  • A major European life and non-life insurer on a range of ESG topics.
  • A major global insurance / reinsurance group on developments at EU, International and domestic level on climate change and sustainability; governance and connected considerations and recommendations (including Board action); Solvency II-related issues (e.g. ORSA).
  • A major global insurance / reinsurance group on the underwriting / covering of brown industry policyholders and connected issues.
  • A major global insurance / reinsurance group on ESG-related matters connected to listing rules and expectations.
  • Various advice and support to domestic insurers connected to ESG and climate related developments, actions, themes and trends (including governance and committees, compliance risks, and forward planning for IDD and Solvency II amendments).  

Contentious

  • A number of insurers on complex business interruption policy coverage issues arising from the COVID-19 pandemic.
  • A number of life and non-life insurers on the successful settlement of Equal Status Act cases. We also provide mediation for insurance related disputes and advice on litigation regarding insurance coverage and claims, in particular, for professional indemnity insurers.
  • We have also provided advice relating to policy disputes, including captive insurer / reinsurer disputes, insurer and customer disputes, Madoff-related litigation and acting for insurers defending insured tort claims and pursuing subrogated claims. We have experience of dealing with policy interpretation issues, declinature of claims (both life and non-life) for non-disclosure, reinsurance disputes and policy coverage disputes. We are regularly instructed by professional organisations and their insurers including hospitals, valuers, construction firms and law firms to represent them in the defence of insured and self-insured professional negligence claims. We have an expertise in the maritime claims area and experience of dealing with P&I insurers. We also regularly advise corporate entities and senior management on disputes relevant to D&O insurance and warranty and indemnity insurance relevant to commercial transactions.
  • We have also acted for insurers in successfully pursuing High Court appeals of Financial Service Ombudsman decisions and in representing insurers before the Ombudsman in significant disputes.
  • We have particular expertise in large-scale and complex disputes.

Product, distribution and advisory work

  • A significant number of insurers and intermediaries in relation to the implications of the Consumer Insurance Contracts Act 2019 (CICA) and on related issues encountered.
  • A number of insurers on differential pricing issues.
  • A non-life Irish captive insurance company on the winding up of its business by way of commutation. This is a novel approach to the closure of an insurer.
  • A large number of insurers and intermediaries in relation to product governance, product distribution and connected issues under the Irish regulations that implement the Insurance Distribution Directive.
  • A major insurer / assurer on white-label distribution arrangements with a number of parties, including a major bank distributor and a global insurer on pension buy-in arrangements with pension scheme trustees in Ireland.

Brexit

  • Advisors to several UK life and non-life insurers on the scope of and access to Ireland's temporary run-off regime, which is currently under legislative review.
  • Advisor to a major insurance group in the process of effecting post-Brexit 'in-flight' portfolio transfer(s) from UK into Ireland in line with EIOPA's recommendation for such transfers as a result of Brexit.
  • Several UK insurers on establishing or expanding operations in Ireland to address Brexit including XL, Bupa, Arch, Standard Life, Aetna, North of England Protecting and Indemnity Association and The Standard Club as well as Irish insurers on their Brexit contingency planning. This work included effecting a number of Court approved processes (portfolio transfer and cross border merger). Additional regulatory and insurance law advice involved the authorisation process, corporate structures, outsourcing considerations, capital requirements and solutions for UK insurers to achieve continued access to the Irish market.
  • Several UK insurers on Ireland's Brexit-related temporary run-off regime and on particular challenges it poses for insurers that also carry on / have carried on reinsurance activity.
  • A significant number of UK and Irish insurers on Brexit contingency planning.

COVID-19

  • Advisors to several domestic and cross-border (re)insurers, as part of a multidisciplinary team, on policy coverage issues, particularly business interruption policy coverage issues, arising from the COVID-19 pandemic. Advising on dealings with the Central Bank of Ireland in relation to business interruption issues. 
  • Advising professional organisations and their insurers including hospitals, valuers, construction firms and law firms to represent them in the defence of insured and self-insured professional negligence claims.
  • Advising on maritime claims, D&O insurance and warranty & indemnity insurance.
  • As part of ALG's market leading team advising businesses impacted by COVID-19, the Insurance and Reinsurance team has been, and continues to be, a key support to insurance clients in relation to their response to all COVID-19 related issues.
  • We are advising several (re)insurers on business interruption matters, particularly policy coverage issues arising from the COVID-19 pandemic. A joint contentious and non-contentious insurance team is advising on defence of these claims. We have also advised on related policyholder complaints referred to the Financial Services and Pensions Ombudsman.
  • We have advised several insurers on COVID-19 related contingency planning, particularly governance, board meetings, regulatory returns / public disclosure as well on issues such as the ability to pay dividends and variable remuneration payments and to make intra-group loans.