Morris Manning & Martin, LLP

Insurance & Reinsurance

Morris, Manning & Martin is well-known for its exceptional practice in the insurance industry. Our lawyers possess in-depth industry knowledge and experience navigating complex insurance regulations and practices. Insurers, reinsurers, agencies, administrators, alternative risk vehicles, acquirers and investors regularly engage the industry-focused Insurance & Reinsurance Practice of Morris, Manning & Martin.

Transaction Advisors

Our lawyers manage complex legal issues in the insurance arena, from mergers to alternative risk financing. We regularly advise clients on staying in compliance with regulations, entering new markets, navigating securitization laws or creating effective online insurance ventures. At all stages of insurance transactions, the Insurance and Reinsurance Practice enables sound deals that achieve your business objectives.

Alternative Risk

Along with primary and reinsurance carriers, our clients include captives, risk retention groups, agencies, new online insurance ventures and financial institutions with an insurance presence. Our lawyers have been instrumental in captive regulations on all levels, from penning provisions of the federal law to advising leading states on amending their laws to benefit all sides. Partner Robert “Skip” Myers was named in the Top 5 of Captive Review’s 2012 and 2013 Power 50 List, making him one of the world’s leading authorities on captive insurance. In 2012, MMM was recognized at the U.S. Captive Services Awards as the best onshore law firm for its work in the captive insurance industry. 

Morris, Manning & Martin knows offshore rules and practices, and our veteran team counsels clients on a host of regulatory needs. Formation of an alternative market mechanism – from domiciling a captive to structuring tiered coverage – can be handled with confidence by the thorough, informed legal team at MMM.

Dispute Management

Our insurance litigators handle a broad range of litigation, regulatory and arbitration matters, ranging from insurance coverage and allocation issues to class actions, business torts and insurer insolvencies.

Far-Reaching Resources

Whether in-house counsel needs guidance on employment laws in Florida or a claims manager requires representation in a distant arbitration proceeding, the reach and resources of MMM ensure swift resolution guided by industry best practices. With an office in the nation’s capital, the Insurance and Reinsurance Practice’s leadership, advocacy and counsel on industry regulation keep clients on top of new and emerging laws that affect industry business. Regulators have often sought our representation in reorganizations and rehabilitations. Carriers know our firm’s savvy in statutory accounting and reserving issues will cover their risks as surely as their policies do for insureds. We collaborate closely with other MMM practices to provide effective and efficient legal services.

Transactions. Regulation. Dispute resolution. Across all lines, insurance clients count on our lawyers for counseling excellence.

Key Services:

  • Agency matters
  • Arbitrations
  • Captive insurers and other alternative risk transfer vehicles
  • Claim administrators
  • Class actions
  • Coverage disputes
  • Data security and breaches
  • Document retention policies for insurers and brokers
  • Health insurance and ERISA disputes
  • Insurance-linked securities
  • Insurance litigation
  • Managing general agencies
  • Mergers, acquisitions and restructurings
  • Policy and rate filings
  • Privacy disputes
  • Product development and disputes
  • Regulatory compliance and corporate governance
  • Regulatory disputes
  • Reinsurance disputes
  • Reinsurance treaties and certificates
  • Risk retention and self-insured funding disputes
  • Title insurance
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Areas of Focus

Alternative Risk Transfer

Meet the Team »

Morris, Manning & Martin is nationally known for its Alternative Risk Transfer Practice. Headed by Robert “Skip” Myers, the lawyers in this practice have established and worked with captive insurance companies in all major U.S. domiciles and many of the offshore domiciles including Bermuda, Cayman Islands, Barbados and the U.S. Virgin Islands.

Prior to joining the firm, Mr. Myers was Washington counsel for the National Association of Insurance Commissioners from 1983-1987. During this period, Congress passed the Liability Risk Retention Act. Mr. Myers is now the outside General Counsel for the National Risk Retention Association and he frequently makes presentations to industry conferences and NAIC working groups.
 In 2012 and 2013, Mr. Myers was named in the Top 5 of Captive Review’s Power 50 List, making him one of the world’s leading authorities on captive insurance.

In 2012, MMM was recognized at the U.S. Captive Services Awards as best onshore [U.S.] law firm for its work in the captive insurance industry. MMM was selected from a group of seven leading national law firms, each nominated by industry representatives. In 2013, the firm was ‘highly commended’ and recognized in the same category.

The following are sample Alternative Risk Transfer projects the firm has handled:

Single-Parent (Pure) Captives

We have established pure captives in several domiciles for purposes of reinsuring the general liability risk of affiliated entities as well as the risk of members of a national association. We have also established several captives as part of a terrorism risk insurance program under the Terrorism Risk Insurance Act.

Group Captives

Group captives can be useful for associations or existing groups of similar business entities. We have established several group captives to provide reinsurance for member risks.

Risk Retention Groups

We have established numerous risk retention groups in a variety of domiciles. The two most common types of insurance provided by the RRGs are medical malpractice and construction liability. All forms of commercial liability are possible.

Cell Captives

We have established two cell captives under the District of Columbia protected cell law.

Non-Profit Captives

Our lawyers have established two nonprofit captives for religious entities and obtained the appropriate tax exemption for the provision of insurance as part of their exempt function.

Redomestications

We have redomesticated several captives from one U.S. domicile to another and from the Cayman Islands to a U.S. domicile.

Reinsurance

The reinsurance component of any captive program is always important. We have prepared a wide variety of reinsurance documents and reviewed and revised documents prepared by others. We represent clients in their disputes regarding reinsurance.

Taxation

Captive insurance company taxation (both income and premium) determines the nature of the captive program along with the selection of the domicile. Our lawyers have extensive experience in these matters.

Agents, Brokers and Captive Managers

We represent numerous agents, brokers and captive managers regarding their legal issues. They are a primary source of referrals for us regarding the creation of captive and other group programs.

Representation of Regulatory Authorities

We have represented the District of Columbia on several insurance matters during the past few years. Skip Myers has served as Special Deputy Commissioner in two rehabilitations/liquidations and has been special counsel for the D.C. Insurance Administration on several occasions.

Cybersecurity & Privacy

Meet the Team »

We practice daily at the intersection of legal, policy, and technical cutting-edge cybersecurity and privacy issues. We offer solution-oriented guidance tailored to your industry and your data collection and use practices, leveraging years of experience and strategic partnerships to swiftly deliver direct, practical advice.

Our Cybersecurity & Privacy team covers compliance assessments under privilege to decrease corporate risk, working with in-house legal departments, information technology and security teams, C-suites, and boards of directors on proactive measures to improve preparedness and to effectively manage cyber-risk.

We serve as crisis managers in the event of a data breach, guiding you during the first hours of a data security incident investigation through post-breach litigation matters.

Our experience across a broad range of industries allows for integrated advice, incorporation diverse perspectives from our attorneys in related practice areas such as technology, insurance, litigation, and corporate matters. We scale the solution based on client needs. Components of your customized roadmap can include:

  • Audits and data mapping
  • Data privacy in commercial transactions
  • Data security governance and regulatory compliance and polices
  • Global data transfer management programs
  • Third party vendor management
  • Security consultant retention
  • Incident response planning and execution
  • Cyberattack and data breach response and notification
  • Crisis management and communications
  • Security incident investigations
  • Cyber insurance coverage solutions and recovery
  • Post-breach litigation and regulatory matters

Cyberattack and Data Breach Response

Even the most secure organizations will experience a data security event. We have deep experience responding to cybersecurity incidents across industry sectors, threat actors and threat vectors.

Our cyberattack and data security incident response practice is here to work with you in those first minutes and hours of becoming aware of a breach to mitigate harm, risk and liability. We direct physical and IT forensics investigations, coordinate with law enforcement agencies, provide guidance on how to manage business and reputational risks, internal investigations, and board-level and consumer communications, advise on regulatory and contractual data breach notification requirements in the United States and abroad, direct public relations and media strategy, represent clients in government investigations before state and federal regulators and non-U.S. data protection authorities, and defend clients in parallel proceedings, including civil class actions and arbitrations, and shareholder derivative litigation.

Clients have exclusive access to our cybersecurity incident hotline. As soon as a client discovers an incident, our team is available 24/7, whenever a breach occurs.

Representative Experience:

  • Counseled national construction company through all stages of a data breach incident, including incident analysis and breach containment, notification in compliance with all regulatory requirements, loss mitigation, and remediation.
  • Represented client in significant data breach of cardholder information, which at the time was the largest cardholder data breach in U.S. history.
  • Advised multiple clients through all stages of data breach incidents resulting from W-2 phishing scams, including developing tailored guidance for affected employee populations.
  • Represented third-party payment service provider in notifying customers of breach pursuant to service agreement obligations and under state laws.

Global Compliance Programs and EU General Data Protection Regulation (GDPR)

With business objectives in mind, we assist emerging and public companies in mitigating reputational, regulatory and litigation risks by creating global compliance programs. We advise companies on how privacy and data protection laws impact business operations, including customer service, HR functions, big data analytics, and product and service development.

We regularly counsel on compliance with numerous federal and state privacy laws, regulations and industry standards, including the Gramm-Leach-Bliley Act (GLBA), Fair Credit Reporting Act (FCRA), Payment Card Industry Security Standards, the CAN-SPAM Act, Health Insurance Portability and Accountability Act (HIPAA), Telephone Consumer Protection Act (TCPA), Children’s Online Privacy Protection Act (COPPA), California Online Privacy Protection Act (CalOPPA), Canadian Personal Information Protection and Electronic Documents Act (PIPEDA), Canada Anti-Spam Legislation (CASL), and others.

Determining the applicability of the EU General Data Protection Regulation (GDPR) to your operations is a critical business decision. Penalties for violations of the GDPR can amount to 4% of annual worldwide turnover. We can help you navigate this complex and strict privacy framework. Our team constantly advises clients on the right strategy to GDPR compliance and collaborates with clients to address accountability obligations, stronger rights and ongoing restrictions on international data flows. We have extensive experience evaluating the GDPR’s impact on our client’s data processing agreements, embedding privacy-by-design principles, selecting the appropriate mechanism for international data transfers, and crafting clear comprehensive privacy notices. We leverage relationships with strategic partners to offer our clients ready access to data protection officer and EU representative services.

Representative Experience:

  • Advised many clients on EU General Data Protection Regulation compliance implementation.
  • Counseled manufacturer regarding cross-border data transfers, social networking matters, and e-mail marketing campaigns.
  • Counseled many clients on the development of global privacy policies and terms of service for e-commerce websites and mobile applications, including drafting the policies and related agreements.
  • Advised an international auto manufacturer regarding privacy and data security employee training, including drafting various training documents.

Data-Driven Transactions and Data Management

Data drives the digital economy. Our team is at the forefront of critical issues, such as Big Data, Artificial Intelligence, Blockchain, Internet of Things, and the application of these technologies to our clients’ businesses. We assist clients in maximizing their rights to data, while addressing global data privacy requirements and proactively reducing security risk. We have represented more than 1,000 companies in their corporate transactions valued from a few million to many billions of dollars, throughout the U.S. and abroad. We are generally recognized as the leading M&A law firm in the Southeast in representing high-growth and middle market companies.

  • Represented an international auto manufacturer in the review and revision of vendor and certain data sharing agreements.
  • Reviewed target company’s information security program and procedures and advised on risk allocation in business transaction.
  • Prepared enterprise-wide global privacy policy and procedures for financial services institution.
  • Drafted data processing addendum for service providers and customers.

Insurance & Reinsurance Dispute Resolution

Meet the Team »

The Insurance and Reinsurance Dispute Resolution Practice at Morris, Manning & Martin combines best practices in litigation and arbitration with extensive experience serving the insurance industry.

Strategic Legal Services

Morris, Manning & Martin represents a broad array of insurers and reinsurers in complex litigation and arbitration matters, including coverage disputes, agent misconduct situations, product torts, RICO claims, reinsurance disputes and contested regulatory matters. We analyze the substantive and procedural law to identify available forums and seek the most favorable venue. For example, the application of the reinsurance principle of utmost good faith varies sharply by jurisdiction, as does the approach taken by differing courts with regard to parallel proceedings, stays or injunctions. In each instance, we are focused on a strategic, substantive defense designed to achieve the specific goals of our client.

Insurance Savvy

Our litigation and arbitration professionals possess in-depth insurance and reinsurance industry knowledge. This real-world experience allows us to effectively and efficiently advise clients in all aspects of insurance and reinsurance dispute resolutions. Members of our practice have extensive jury trial experience, as well as specialized insurance and reinsurance arbitration experience, and our lawyers have served as arbitrators in such disputes. When we analyze issues and recommend solutions, we consider not only the procedural and substantive matters relevant to the specific dispute, but also the costs, the potential for settlement or mediation and the effect of alternative outcomes on future strategies and exposures. With a broad view of how the industry works, we concentrate on an overall solution that best serves the interests of our client.

Industry Leadership

Morris, Manning & Martin’s Insurance lawyers speak frequently to the industry on regulatory, litigation, reinsurance, healthcare and insurer insolvency matters. We are regularly retained by insurers and industry associations to submit amicus briefs to appellate courts. From an office in Washington D.C., we provide review and counsel to Congress and regulators on evolving issues, such as the question of federal oversight. 

Our attorneys work everyday with insurance departments across the country. We advise clients on regulatory requirements and administrative procedures and represent clients before regulators and administrative agencies. Additionally, we have served as counsel to the insurance commissioners of both Georgia and Michigan in insurer rehabilitations and liquidations involving Confederation Life Insurance and Annuity Company and Coastal States Life Insurance Company. 

Relationships across the U.S. and in financial centers around the world give MMM’s attorneys the ability to act on a client’s behalf wherever a problem arises. For national representation by a team of respected industry veterans, insurance and reinsurance clients rely on our counseling excellence.

Key Services:

  • Agency disputes
  • Arbitrations
  • Bad faith
  • Claim-handling audits and evaluations
  • Class actions
  • Coverage opinions and disputes
  • E-commerce disputes
  • FINRA arbitrations
  • Health insurance and ERISA disputes
  • Insurance litigation
  • Insurer insolvency matters
  • Life settlement disputes
  • MGAs and underwriter disputes
  • Market conduct matters
  • Premium audits
  • Privacy disputes and data breach liability
  • Product and sales method disputes
  • Regulatory issues and hearings
  • Reinsurance disputes
  • Risk retention and self-insured funding disputes
  • Third-party administrator disputes
  • Title insurance disputes and litigation
  • Trade secret and restrictive covenant disputes
  • Unfair trade and settlement disputes

Insurance: Corporate & Regulatory

Meet the Team »

The Insurance Corporate and Regulatory Practice combines our extensive corporate experience with our in-depth regulatory knowledge to represent all entities in the insurance industry fully and effectively.

Strategic Legal Services

The Insurance Regulatory and Corporate Practice has a national and international focus, combining our unique knowledge of the insurance industry with our broader specialties in corporate and tax law. The result is a highly effective practice focused on the insurance industry that leverages our knowledge and skills to deliver legal services in an efficient and cost-effective manner.

Industry Leadership and Relationships

Morris, Manning & Martin's Insurance lawyers frequently speak on regulatory, privacy, alternative risk, insolvency, taxation and other matters. We attend all NAIC quarterly meetings, as well other meetings such as those sponsored by the American Insurance Association, Association of Insurance Compliance Professionals (AICP), Risk and Insurance Management Society (RIMS), American Council of Life Insurers, National Alliance of Life Companies (NALC), America’s Health Insurance Plans (AHIP), American Association of Managing General Agents (AAMGA), National Association of Professional Insurance Agents and Life Insurance Settlement Association (LISA). We are also active participants in the Federation of Regulatory Counsel (FORC) and State Law Resources, and several of our attorneys have served as president of FORC. 

Through our active representation of clients we have developed strong working relationships with regulators throughout the country. These relationships are one key to our success and ability to deliver timely results and achieve our clients’ goals.

Key Services:

  • Assumption reinsurance transactions
  • Certificate of Authority expansion and modification
  • Contested administrative proceedings
  • Coordination of multistate acquisitions and filings
  • Demutualization and formation of mutual holding companies
  • Designing/implementing document retention policies for insurers and brokers
  • Dodd-Frank issues affecting insurers/reinsurers
  • Drafting and monitoring legislation affecting the insurance industry
  • Formation and licensing of premium finance companies
  • Formation and licensing of captive insurance companies and other alternative risk transfer vehicles
  • Gramm-Leach-Bliley, HIPAA and other privacy and data security compliance matters
  • Holding Company Act transactions and compliance (Forms A-E filings)
  • IPOs and other capital transactions
  • Mergers, acquisitions and restructurings
  • Multistate market conduct and financial examinations
  • Negotiation and drafting of reinsurance treaties and certificates
  • Negotiation and drafting of producer and MGA agreements; assist MGAs in business disputes
  • Policy form and rate filings
  • Product creation, development and approval
  • Redomestications
  • Registration and formation of risk retention groups
  • Regulation of insurer investments
  • Representation of companies, receivers, reinsurers and other creditors in conservation, rehabilitation and liquidation proceedings
  • Representation before state and federal legislative committees
  • Service contracts and warranty programs
  • Surplus lines filings and compliance
  • Taxation advice

Managing General Agents (MGAs)

Meet the Team »

Understanding Your Needs

Morris, Manning & Martin has a national insurance practice focused on the needs of Managing General Agents (MGAs). Few law firms understand and appreciate the broad and ongoing needs of MGAs; thus, in 2002, the firm formed this focused group to apply our knowledge and experience to this important, underserved segment of the insurance industry. MMM is a member of the American Association of Managing General Agents (AAMGA).

Corporate Transactions

MMM has substantial experience as principal outside counsel to MGAs. The firm leverages its in-depth understanding of the MGA industry to assist MGAs with complex corporate transactions involving the acquisition of companies or programs, mergers and corporate consolidations.

In the last 18 months our group has completed 11 corporate transactions with an aggregate value of approximately $150 million.

Contractual Matters and Disputes

The firm routinely litigates a variety of matters for MGAs, including defending bad faith claims, indemnity claims from insurers or reinsurers and class actions. As such, we have experience drafting and negotiating agency and program management/MGA agreements, as well as handling licensing, taxation and regulatory matters. MGAs spend substantial time and recourse cultivating networks of specialized agents. These networks have real value but often are not protected in the absence of special attention. We are experienced in drafting and negotiating MGA contracts, making the most out of what often is the MGA’s weaker and problematic bargaining position as compared to the insurer.

MMM understands the crucial considerations in negotiating an MGA agreement such as the breadth of exclusivity and the insurer’s authority to compete via other agents or in-house personnel; the insurer’s authority to change underwriting or pricing criteria, particularly where such changes effectively could preclude the MGA from competing in the marketplace; the insurer’s right to terminate or suspend the MGA’s authority; the timing of notice before the insurer may undertake any adverse action; the MGA’s post-termination rights to ”expirations” and the insurer’s authority to compete for subproducers and existing policy holders; the calculation of bonus commissions and the breadth of discretion accorded to the insurer in setting reserves; and the MGA’s right to commissions after termination.

Insurers have developed contract forms that favor the insurer. We assist MGAs in gauging their leverage and in identifying the important points for negotiations.

Captive Formation and Structuring

MGAs often want more control over their profitable programs but lack the capital necessary to become a fully licensed and admitted insurance company. Captives are a viable alternative that allow MGAs to better capture the profits on a book of business at a more affordable cost than owning a full insurance company.

MMM Partner Robert ”Skip” Myers was named in the Top 5 of Captive Review’s 2012 Power 50 List, making him one of the world’s leading authorities on captive insurance. The practice was also honored as the Best U.S. Law Firm for Captive Insurance at the 2012 U.S. Captive Service Awards.

Litigation and Arbitration

MGAs often become involved in litigation or arbitrations. On the plaintiff’s side, following termination of an MGA relationship, the MGA may need to resort to litigation or arbitration to obtain commissions and bonuses and to protect its agency network from insurers or competing MGAs. On the defendant’s side, the MGA often is sued in matters involving the alleged misconduct of a subproducer or matters brought by the insurer or an insured for professional negligence.

We have extensive experience in litigating insurance and agency matters. We counsel our clients in setting strategic objectives and focus upon obtaining those objectives as efficiently and cost-effectively as possible.

Given that many MGA contracts contain arbitration clauses, our extensive experience in arbitration is invaluable. We are knowledgeable in negotiating such clauses, an exercise which may have a dispositive effect in resolving future disputes, and in handling the arbitrations themselves.

Handling the wide array of legal matters faced by MGAs requires knowledge of the business and experience in applying that knowledge. Morris, Manning & Martin’s lawyers bring that knowledge and experience to the table.

Key Services:

  • Agency/agent licensing
  • Agent misconduct and negligence disputes
  • Claims disputes
  • Commission disputes
  • Employment matters
  • Formation of captives and alternative risk vehicles
  • Insurance e-commerce
  • Intellectual property Joint ventures and strategic alliances
  • Leasing and real property matters
  • Litigation and arbitration
  • Mergers and acquisition
  • Negotiation and drafting of carrier, MGA and producer contracts
  • Privacy and money laundering issues
  • Regulatory matters
  • Relationships with strategic service providers
  • Termination disputes
  • Unfair claims practices
  • Unfair competition and restrictions on competition 

Title Insurance

Meet the Team »

The Title Insurance Practice combines the extensive knowledge and experience of the firm’s Insurance and Reinsurance Practice with the firm’s recognized expertise in all facets of real estate.

Industry Knowledge

Title insurance sits at the intersection of insurance and real estate. While regulated to varying degrees as insurance in different states, it has unique distribution channels and products. As a crucial component of the real estate market, insurance issues mix with market realities and core title principles. Morris, Manning & Martin brings focused experience in both.

Regulatory Matters

Regulators historically have focused intermittently on title insurance with focused attention to hot topics, such as pricing, RESPA and market conduct inquiries, followed by periods of quiet. In those states where attorney-agents predominate, insurance regulation may clash with attorney regulation. The Title Insurance Practice can bring its national regulatory experience and extensive real estate knowledge to bear as issues arise.

Title Analysis and Defense

In defending title matters, nothing is more important than counsel with extensive working knowledge of substantive real estate title law, as well as available remedies. Our lawyers have decades of experience in analyzing title issues, devising the most effective resolution and implementing remedial measures.

Coverage and Subrogation

Title coverage is relatively unique in that it covers a matter that already exists but is unknown to the insurer. Given this inherent moral hazard, as well as potential disputes over the existence and nature of any insurable loss, coverage analysis is crucially important in title insurance. Our lawyers are knowledgeable and experienced with respect to a title insurer’s duties to indemnify and/or defend title and, in some circumstances, to clear title. Moreover, a finding of a failure of title and concomitant loss does not end the inquiry. Title insurers often are favorably positioned to enforce rights of indemnity and subrogation. We are experienced in enforcing those rights and, just as important, in identifying the best time and vehicle for doing so.

Agency Issues

Title insurers have a unique agency structure which includes attorney-agents. This structure brings special regulatory, contractual and indemnity issues. During periods of economic stress, agencies may become financially impaired leading to receiverships, bankruptcies and competing claims to accounts and assets. Our Title Insurance Practice blends its insurance expertise with its experience in creditors’ rights and bankruptcy to assist title insurers in addressing these problems.

Litigation

Because substantive title insurance issues often lead to litigation, title insurance counsel must be able to handle serious and complex litigation effectively and efficiently. Our team of professionals has the expertise and experience to devise and implement an effective, efficient and cost-effective litigation strategy. Whether the matter involves a single coverage plaintiff or a class action alleging pricing or RESPA violations, our lawyers have the knowledge and disciplined focus to help.

Key Services:

  • Agency issues and disputes
  • Class actions
  • Coverage matters
  • Insured closing letters
  • Insurer receiverships
  • International transactions
  • Mortgage guaranty insurance
  • Premium and premium tax issues
  • Priority disputes
  • Rate and forms
  • Regulatory matters
  • Reinsurance
  • RESPA
  • Title defense