Insurance Regulatory

Our lawyers have extensive knowledge and experience in nearly all aspects of insurance regulation, as well as the impact of statutory accounting and rating implications on the insurance industry. The lawyers in our Insurance group offer innovative advice and solutions for insurance industry clients and other entities dealing with the insurance industry, in some cases on a global or 50-state basis. We provide advice on a broad range of insurance regulatory matters, such as issues relating to the production of insurance, market conduct compliance, regulation of insurance intermediaries (such as producers, third party administrators, managing general agents and reinsurance brokers), holding company regulation, credit for reinsurance requirements and other requirements relating to reinsurance, invested asset regulation, overall solvency standards, risk-based and other capital requirements, as well as the regulation of captive insurers.

U.S. Regulatory Practice

Our lawyers have significant experience representing clients in responding to inquiries and formal investigations by state insurance departments. We understand the differing approaches taken by state insurance departments enabling us to offer practical advice in formulating a strategy for responding to investigations. Our sophisticated representations in the most challenging areas for the insurance industry demonstrate our insight and anticipation of the next regulatory matter.

Supplementing this aspect of our practice, we are actively involved at the National Association of Insurance Commissioners (NAIC), where we participate in the “interested parties” advisory groups to key NAIC task forces and working groups. We have also represented the NAIC and the insurance departments of several states on various matters, including the drafting of numerous pieces of insurance legislation.

London Insurance Regulatory and Transactions Practice

Sidley’s London insurance team advises insurers, reinsurers, Lloyd’s market participants, intermediaries, investors, and private equity sponsors on the full spectrum of regulatory and transactional matters affecting the global insurance industry.

We provide fully integrated advice across the UK, Europe, the United States, Asia Pacific, and key offshore jurisdictions. Our team is particularly well known for helping clients access and navigate the London and international insurance markets, structure complex cross-border transactions, and engage effectively with regulators.

We regularly advise UK-based insurers and intermediaries, global insurance groups with UK and EU operations, and U.S. and international clients seeking to establish or expand regulated insurance platforms in the UK and Europe.

Regulatory Advisory

We provide strategic and technical advice across the full UK and EU regulatory landscape, including:

• Authorisation of new insurers, reinsurers, managing agents, MGAs, and intermediaries, including PRA and FCA applications and Lloyd’s approvals
• Change-in-control and controller approvals
• Senior Managers & Certification Regime and governance frameworks
• Application of PRA, FCA, and Lloyd’s rules and supervisory expectations
• Solvency II and UK Solvency UK reforms, including capital eligibility, group supervision, intra-group arrangements, and credit for reinsurance
• Branch establishment and post-Brexit cross-border structuring solutions
• Insurance distribution regulation and intermediary compliance
• Outsourcing, operational resilience, and third-party risk management
• Classification of insurance contracts and related instruments under the Financial Services and Markets Act 2000

We regularly engage with the PRA, FCA, Lloyd’s, European regulators, and supervisory authorities across Asia Pacific and offshore jurisdictions.

Transactions and Strategic Advisory

 Our London team advises on complex domestic and cross-border transactions across the insurance sector, including:

• Private equity and venture capital investments in insurers, reinsurers, MGAs, and insurtech platforms
• Mergers and acquisitions, strategic investments, affiliations, and joint ventures
• Portfolio transfers and insurance business transfers
• Lloyd’s and London market transactions
• Large and structured reinsurance transactions, including LPTs, ADCs, bulk annuities, and longevity swaps
• Alternative risk transfer structures and insurance-linked securities
• Sidecars and other third-party capital-backed vehicles
• Distribution, delegated underwriting, binding authorities, and outsourcing arrangements
• Drafting and negotiation of policy wordings and reinsurance documentation

Our practice is particularly strong at the intersection of regulatory, transactional, capital markets, and insurance finance considerations, enabling us to structure innovative solutions for complex and capital-intensive transactions.

Offshore and International Capabilities

We have extensive experience advising on insurance and reinsurance structures involving Bermuda, Cayman Islands, Gibraltar, the Channel Islands, Ireland, Luxembourg, and other offshore jurisdictions. We advise on:

• Structuring, licensing, and funding of offshore holding company systems and reinsurers
• Captives and alternative risk vehicles
• Insurance-linked securities transactions
• Offshore M&A and restructuring transactions
• Tax-efficient structuring solutions

Through our close relationships with leading offshore counsel and our global platform, we provide coordinated, multi-jurisdictional advice on the most sophisticated cross-border insurance structures.