Practice Areas & Industries: Sutherland Asbill & Brennan LLP


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Practice/Industry Group Overview

When life insurance companies face legal and regulatory challenges in the development, sale and administration of products, they turn to Sutherland.

Insurance companies operate in a highly regulated industry and must develop new financial products to remain competitive. That’s where Sutherland’s experience and depth comes into play. Our premier insurance products practice represents producers and distributors of fixed and variable insurance and annuity products and counsels them on the myriad legal and regulatory issues involving the development, marketing, distribution and administration of these products. We take pride in partnering with our clients to help them meet their business goals while also helping minimize their exposure to legal and regulatory risk.

We customize our role to our clients’ specific needs, and work with the entire spectrum of insurance companies and products, including group and individual products offered through SEC-registered and unregistered separate accounts; fixed, variable and stable value products offered in the retail, retirement, institutional and high-net-worth marketplaces; and innovative payout annuity, guaranteed retirement income and long-term care products. Our clients span the industry and include insurance companies of all sizes, as well as mutual funds, banks, other financial institutions and foreign-owned financial holding companies and their subsidiaries.

Our insurance products practice is complemented by Sutherland’s comprehensive Insurance Practice Group, which includes more than 125 attorneys who focus on insurance transactional, corporate finance and litigation matters. We are often called on to conduct comprehensive compliance audits, including mock SEC and FINRA exams, and represent our clients on compliance related matters with regulators. Because many of our attorneys have extensive regulatory experience we are well-positioned to anticipate and proactively resolve issues before they expose our clients to regulatory and other legal risks.

Why Sutherland
Relationships with regulators. Our attorneys work closely with the the SEC’s Division of Investment Management and Division of Trading and Markets, as well as with FINRA, regarding the registration, distribution and advertising of insurance products. We have strong relationships with various state regulators, particularly in New York.

Agency experience. Many of our attorneys worked for the SEC or FINRA before coming to Sutherland, including former counsels to SEC Commissioners, a former chief counsel in the SEC’s Office of Compliance Inspections and Examinations and a former chief of the Office of Insurance Products in the SEC’s Division of Investment Management.

Comprehensive service. Our attorneys don’t complete matters and then roll off the case. We provide ongoing advice in all substantive areas affecting insurance companies, their products and their separate accounts, including counseling on the scope of and methodologies for annual reviews and benchmarking annual reports, reviewing oversight procedures and advising on compliance with securities, insurance, anti-money laundering, privacy, advertising, electronic commerce, agent training and supervision and other requirements that impact insurance products.

Product administration. Along with product development, we regularly assist clients with creating checklists, job aids and processing standards that in-house personnel can use on specific issues that arise with administering insurance products. These issues range from contract issuance and premium processing through the payment of death benefits and other contract terminations. We also advise clients regarding issues relating to retained asset accounts; BOLI, COLI, STOLI and STOA (stranger owned or originated life insurance and annuities); life settlements and similar matters.

Compliance and investigations. Many of our clients call on us to conduct reviews and investigations of their insurance product operations and to assist in evaluating compliance programs and procedures. We have significant experience in conducting mock SEC, FINRA and market conduct audits of our clients’ operations. We also assist with issues arising from SEC, FINRA or state market conduct examinations.

Proactive approach. We regularly interface with state and federal regulators to affect and shape the regulatory landscape for life insurance companies and their products. We actively monitor state insurance regulatory developments on a broad basis and attend and participate in NAIC National Meetings, task forces and working groups.

Litigation experience. Whenever necessary, we can seamlessly transition to defending clients’ practices and products.

Nationally recognized team. Our insurance team has been recognized by Chambers, with such comments as, “It is particularly strong on the technical side of matters. The lawyers have such great knowledge of business and finance…” and “A big leader in areas where regulatory, securities and insurance cross over.”

Nuts and Bolts
Sutherland’s extensive knowledge and experience covers all types of insurance products

  • Variable life insurance and annuity contracts
  • Traditional life insurance and annuity products
  • Universal life insurance
  • Annuity contracts and life insurance policies with equity index and market value adjustment features
  • Transfers of pension obligations by means of group annuity contracts
  • BOLI, COLI and STOLI policies
  • Financial guaranty insurance, GICs and funding agreements
  • Privately placed corporate and high-net-worth insurance products
    • Offshore insurance products
  • Other types of interest sensitive and insurance/derivative-based products

We advise all types of manufacturers, distributors and joint venture partners

  • Insurance companies and their affiliates
  • Banks and mutual funds
  • Retail and wholesale broker-dealers
  • Hedge funds
  • Investment advisers
  • Retirement plans and their service providers

We assist with all types of matters involving insurance products

  • Product design and development
  • Federal securities law regulation and exemptions
  • Tax and ERISA matters
  • State regulation
  • Organizing and operating registered and private investment companies
  • FINRA and other insurance product distribution matters
  • Dodd-Frank and Sarbanes-Oxley regulation
  • Compliance programs
    • Developing compliance policies and procedures
  • Regulatory exams and performance of mock SEC, FINRA and state compliance audits
  • Electronic commerce, privacy and anti-money laundering regulation
  • Mergers, acquisitions and joint ventures
  • Litigation

Take Action
From product design to defense, Sutherland assists clients with the full range of insurance product issues. We understand the challenges that strict regulations create, and take the time to understand our clients’ goals, enabling speed to market while maintaining prudent compliance and risk management.

Selected Experience
Sutherland counsels a coalition of major life insurance companies on evolving state and federal regulations and other legal developments.
Sutherland represents a coalition of major life insurance companies, which collectively account for more than 80% of the annuity business in the United States, in their efforts to affect the direction and details of various SEC, FINRA, CFTC, NAIC and state rule proposals and initiatives.

Sutherland helps insurance companies develop and seek regulatory approvals for cutting-edge financial products.
Sutherland counsels insurers in developing and securing regulatory approvals for guaranteed lifetime income products tied to client brokerage accounts and mutual fund assets as well as other fixed and variable insurance products with novel guarantee and equity-indexed features.

Sutherland represents U.S. life insurance subsidiary of Swiss holding company in development of innovative variable annuities.
A significant U.S. life insurance subsidiary of a Swiss holding company engaged Sutherland to register an innovative U.S. variable annuity with the SEC. The annuity is marketed and sold to U.S. expatriates.