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Friendly Societies & Mutual Insurers

The Life & Wealth Group is part of a wider Insurance sector team that draws on lawyers from across the firm to cover all the legal areas likely to be relevant to this sector, such as  charities and community group work, claims, FOS complaints and supplier disputes, data protection, IT, e-commerce and wrap platforms, outsourcing, employment, corporate, intellectual property, tax, competition, retail and occupational pensions and longevity risk swaps, FS regulatory, healthcare, investment management and distribution agreements, restructuring and banking. 

We consider that friendly societies and mutual insurers play a crucial role by protecting the interests of their members, policyholders and the communities in which they operate.  We are committed to the sector and believe in giving something back.  As members of the Association of Financial Mutuals and the Investment and Life Assurance Group, we actively support the industry.  Our lawyers give up their free time by giving seminars and writing articles on the hot legal topics of the day.  We have frequently hosted industry training and development meetings in our offices.

What we do

We have been involved in the wide range of legal issues that arise from this much valued mutual status.
In connection with mutual insurers generally, we have advised on:

  • with-profits product development, bonus declarations, special dividends, application of MVRs and no-MVR guarantees
  • with‑profits funds governance and compliance with the AFM's Annotated Corporate Governance Code
  • PPFMs and CFPPFMs 
  • membership rights
  • PRA/FCA regulation, including capital resources requirements, impact of Solvency II, passporting rights into Europe, whether arrangements amount to insurance and on the impact of the RDR such as adviser charging
  • Reinsurance, distribution and investment management agreements
  • transfers of insurance business under Part VII FSMA, mergers, acquisitions, disposals and other exits and restructurings
  • In respect of friendly societies, in particular, our experience includes:
  • advising on the memorandum and rules, incorporation, D&O coverage and matters reserved for the committee of management
  • undertaking a s166 FSMA skilled person report to provide recommendations to the board of a friendly society on its board composition, constitution and governance structure 
  • assisting with regulatory issues (including prudential oversight) in respect of both "Directive" and "Non-directive" societies
  • advising on Part VIII transfers of engagements, mergers and amalgamations

Our lawyers' experience

We have first-hand knowledge of the legal risks prevalent throughout the life industry today and, specifically, those faced by friendly societies and mutual insurers.  Our Life & Wealth Group is led by Bruno Geiringer, who has worked in the life insurance industry for over 30 years heading up legal and compliance teams and as an executive director and approved person of a life company.  Other members of the team have worked as legal and technical advisers to friendly societies and mutual insurers.

By virtue of our extensive experience, both in-house and as external advisers to, mutuals and friendly societies, we have advised on a broad range of legal issues.  Our work includes the following recent examples:

  • Advising The Children's Mutual on its transfer of engagements to Forester Life under Part VIII Friendly Societies Act 1992
  • Advising LV= on a substantial Part VII transfer of long-term insurance business, including policies held by policyholders resident in the EEA, the Channel Islands and the Isle of Man
  • Advising Co-operative Insurance Services' with-profits committee on the fairness of the terms for the sale of the £18bn with-profits fund to Royal London
  • Advising on two separate proposed mergers which both aborted for commercial reasons 
  • Advising various friendly societies on its response to and engagements with the FSA on "Project Chrysalis"
  • Advising a mutual life insurers  on its obligations to policyholders in respect of a proposed material variation to its unit-linked fund portfolio
  • Advising on various product development projects, policy wordings and distribution agreements 
  • Advising a mutual insurer on the allocation of membership to new products