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Overview

Tom Morante, chair of the firm’s Insurance Regulatory and Transactional Practice, is a partner in the Fort Lauderdale office assisting financial services and insurance clients navigate an increasingly complex global regulatory and technology-driven environment. He represents insurance and reinsurance companies, captive insurers, insurance wholesalers, insurance agents/brokers, financial institutions, and funds and fund managers. For more than 25 years, clients have relied on Tom’s experience in handling U.S. state and foreign insurance regulatory, compliance and transactional matters with respect to life and annuities, health, property and casualty, extended warranty, representations and warranties, CGL, title, environmental, cyber risk, D&O, crop, surplus lines and political risk insurance.

Mr. Morante’s representative matters include domestic and foreign insurance company formation and authorization, U.S. and cross-border M&A, captive insurance company formation, policy contract drafting and coverage analysis, insurance agent/agency and third party administrator licensing and sales and marketing practices, Insurtech/blockchain/AI, telematics, fronting/reinsurance transactions, private placement life insurance (PPLI) and private placement variable annuities (PPVA) in connection with estate planning and structuring insurance dedicated funds in connection therewith, and cybersecurity/data privacy compliance.

Collaborating with foreign law firms around the world, Mr. Morante also handles regulatory compliance, transactional and enforcement matters abroad. He is fluent in Spanish, and has studied in Colombia, Mexico and Spain. Insurance clients regularly ask Mr. Morante to assist in the development of offshore life insurance, annuities and investment products in Bermuda, Cayman Islands and other jurisdictions. He provides counsel on the foreign country laws implicated in the distribution and cross-border sale of insurance products, with an emphasis on Latin America and Asia. He chairs the American Bar Association (ABA) Business Law Section’s International Coordinating Committee, and is on the Board of Advisors of Inter-American Dialogue’s Financial Services Advisor publication.

On the international trade front, Tom advises financial services clients with respect to the Office of Foreign Assets Control (OFAC) Regulations, the USA Patriot Act and foreign country anti-money laundering laws, and the Foreign Corrupt Practices Act (FCPA) and foreign anti-corruption legislation. He counsels clients on the North American Free Trade Agreement (NAFTA) and the proposed USMCA modifications thereto, in connection with insurance and financial services. Tom also counsels clients on the OECD’s Common Reporting Standard (CRS) and the EU’s General Data Protection Regulation (GDPR) and similar laws recently adopted in the U.S. and Latin American countries.

In addition, Mr. Morante monitors the activities of the Federal Insurance Office (FIO) and the regulatory initiatives of the National Association of Insurance Commissioners (NAIC), the American Council of Life Insurers (ACLI) and the International Association of Insurance Supervisors (IAIS).

Admissions

  • District of Columbia
  • Florida
  • Virginia

Education

  • American University, Washington College of Law, J.D
  • Georgetown University Law Center, LL.M., International and Comparative Law
  • Union College, B.A., magna cum laude

Professional Memberships

  • District of Columbia Bar, International Section, Member
  • The Florida Bar, Sections on International Law and Business Law, Member
  • Virginia State Bar, International Practice Section, Member 
  • American Bar Association, Business Law Section, International Coordinating Committee Chair
  • American Bar Association, Business Law Section, Marketing Board, Member
  • American Bar Association, Business Law Section, “Business Law Today” Editorial Board, Member
  • American Bar Association, Business Law Section, “The Business Lawyer” Editorial Board, Member
  • American Bar Association, Business Law Section, Cyberspace Law Committee, Captive Insurance Committee, Corporate Governance Committee, Federal Regulation of Securities Committee, and Diversity Committee Member
  • Dean’s Advisory Council, American University Washington College of Law, Member
  • Inter-American Dialogue’s Latin American – Financial Services Advisor, Board of Advisors
  • Washington Foreign Law Society, Member
  • Hispanic Bar Association of the District of Columbia, Member

State Insurance Regulatory
Mr. Morante has counseled clients on compliance with the insurance laws of numerous states. His clients include Fortune 500 and regional companies.

State-specific advice includes:

  • represented a U.S. insurance company in connection with the sale of its subsidiary insurance company in Mexico 
  • advised on the nature and availability of rep and warranty insurance coverage in light of the client’s sale of business
  • advised on the acquisition of a national insurance agency that also acts as a captive insurance company manager
  • advised on collateral protection insurance under the insurance laws of specific states, including forced placed insurance issues in the context of residential mortgages 
  • advised on insurance issues involved in a change-of-control when the new structure includes two new subsidiaries and other mergers; also, what and how insurance subsidiary domicile laws apply 
  • advised an insured relative to the sale to a premium finance lender of life insurance policies under applicable state insurance laws 
  • analyzed insurance requirements to be accommodated in a loan agreement regarding an additional insured, loss payee and related incident to insuring the collateral pledged as security for the loan 
  • advised an efficacy insurer on language for inclusion in a policy to provide coverage for a contractor’s failure to renovate a building to ensure more energy efficiency  
  • advised on a state-specific law with respect to the sale of crop insurance by a farm credit entity
  • advised a creditor of an insurer subject to the state-initiated administrative supervision of the insurer 
  • analyzed issues for a foreign insurer client related to tax and corporate structuring for establishing a Florida insurance company under an amended Florida law affording exemption from Certificate of Authority requirements for a foreign insurer 
  • assisted insurance companies in connection with M&A transactions, sale of policy portfolios, securing authorization pursuant to state Certificate of Authority requirements and product development approval.

International and Cross Border 
Mr. Morante counsels insurance companies and other financial services businesses with respect to establishing operations and addressing compliance challenges in foreign countries. He has also advised on foreign country laws implicated in the distribution and cross- border sale of offshore insurance products.

Representative Latin American transactions include:

  • researched laws implicated in offer and sale, on both an admitted and nonadmitted basis, of international health insurance policies issued by both a Latin America-based insurance company and an offshore insurance company in connection with insurance compliance considerations 
  • analyzed the laws of numerous Latin American and Asian countries in connection with issues related to transacting insurance business, solicitation and tax implications of the purchase of offshore variable and universal life insurance policies and annuities products with respect to persons resident in those countries and developed distribution guidelines in connection therewith
  • reviewed the U.S. Free Trade Agreements relative to the sale of offshore life and annuities products in light of cross-border provisions
  • advised a foreign health insurance company on the laws of Latin American countries with respect to reinsurance and fronting arrangements in the context of global health insurance products to be marketed through a local authorized insurer 
  • handled enforcement actions against U.S. insurers in Argentina and Brazil in connection with transacting insurance business, solicitation and tax implications of the purchase of offshore life policies insuring persons resident in those countries 
  • analyzed the laws of Brazil in connection with a possible regulatory enforcement action brought by a regulator regarding the sale of offshore variable life insurance policies by a foreign insurer in connection with what constitutes transacting life insurance business 
  • counseled a U.S. holding company with respect to structuring a Bermuda reinsurance company as a segregated cell company with each cell insuring separate workers compensation and related risks
  • analyzed reinsurance laws of select foreign countries in connection with a U.S. insurer seeking to reinsure risks of local life insurance companies 
  • on behalf of foreign corporations, analyzed the possible creation of a captive insurance programs in offshore jurisdictions to insure certain risks of subsidiaries 
  • advised a U.S. hedge fund and asset managers in connection with the creation of insurance- dedicated funds to be incorporated on a platform of offshore insurers in connection with the sale of variable life and annuities products
  • advised fund managers on U.S. securities and insurance regulations governing the offer and sale of insurance-dedicated funds

Federal Laws Affecting Insurance Clients
Federal law applies to clients’ insurance issues in many ways and the regulatory environment in the United States, including compliance considerations with respect to money laundering and asset controls poses numerous operational changes.

Representative transactions include:

  • developed compliance procedures for an insurance client in the context of the application of Export Administration Regulations and OFAC Asset Control Regulations to insurance companies, particularly in connection with reinsurance and issues related to Iran and Cuba 
  • reviewed a reinsurance agreement and use of a trust to ensure that the reinsurer deposited sufficient funds in a trust account to be maintained with a financial institution to permit the ceding insurer (as beneficiary) to access funds on deposit in order to pay claims 
  • advised an insurance-dedicated fund manager in connection with the investor control doctrine arising under federal tax laws in connection with variable insurance products 
  • analyzed the availability of insurance provided by the Overseas Private Investment Corporation (OPIC) in connection with construction and infrastructure products in various developing countries 
  • advised a U.S. insurer in connection with the updated guidelines of the International Association of Insurance Supervisors (IAIS) regarding anti-corruption and anti-money laundering activities and with respect to the activities of the U.S. Treasury’s Federal Insurance Office as mandated by the Dodd Frank Act in that context 
  • advised a global reinsurance intermediary in connection with the Iran Sanctions legislation

 
Captive Insurance
Representative transactions include:

  • assisted a major U.S. national event organizer with respect to the possible creation of a captive insurer (either domestic or offshore) to accommodate their current self-insurance program, create tax savings, and reduce commercial insurance costs and review commercial policies in the context of captive feasibility 
  • assisted in developing and drafting a captive insurance law for a U.S. state 
  • advised a nutritional supplements manufacturing and distribution company on the benefits, including cost savings, efficiency of claims settlements and tax advantages in the context of private wealth planning for the family-owned company, of creating a captive insurance company 
  • assisted a real estate developer with respect to analyzing the possible creation of a captive insurance company to self-insure construction risks along with other related risks including workers compensation 
  • assisted a timeshare developer in analyzing the insurance, tax and securities law implications of creating a captive insurance company to be used in connection with providing credit insurance to timeshare owners in connection with a loan program and loan defaults 
  • advised a healthcare company with respect to the formation of a captive insurance company in the context of risk retention issues to accommodate insurance laws 
  • advised a major investment adviser in connection with its proposal to manage – on behalf of a client – the technical reserves of a captive insurer owned by the client, relative to the legal implications under insurance and securities laws of the proposed arrangement and the potential liability associated with the failure of the captive to comply with the laws 
  • advised a public company insurer with respect to its acquisition of a national insurance agency/consultancy in connection with the insurer’s captive insurance formation and management business 
  • advised a foreign manufacturing company in connection with the formation of a captive insurance subsidiary in select offshore jurisdictions 
  • advised a major global transportation company relative to the sale of its captive insurer and related subsidiaries in the context of change-of-control implications under state insurance laws advised a real estate brokerage firm in connection with the formation of a captive insurer (micro) to accommodate select insurance risks and discussion feasibility studies, costs, IRS compliance considerations and related matters
  • The Best Lawyers in America guide, International Trade and Finance Law, 2005-2019; Insurance Law, Tax Law, 2014-2019
  • American Bar Association Business Law Section Chair’s Award, 2016
  • Chambers USA – America’s Leading Business Lawyers guide, Insurance, 2011, 2012
  • Florida Super Lawyers magazine, 2007-2018
  • Top Lawyer, South Florida Legal Guide, 2003-2015
  • Phi Beta Kappa, Union College, New York
  • Distinguished Alumni, Washington College of Law Business Law Society, 2013
  • Martindale-Hubbell AV Preeminent Peer Review Rated
  • What Can Brazilian Banks Expect Under Bolsonaro? Financial Services Advisor, December 12, 2018
  • Can Argentina’s Macri Prevent an Economic Crisis? InterAmerican Dialogue, May 11, 2018
  • Captive Insurance Deskbook for the Business Lawyer Contributor, American Bar Association – Business Law Section, April 2018
  • Takeaways From The Tax Court’s First Micro-Captive Insurance Ruling, Taxnet Pro, November 2, 2017
  • Takeaways from the Tax Court’s First Micro-Captive Insurance Ruling, Holland & Knight Alert, October 6, 2017
  • Holland & Knight’s Inaugural Israel Practice Newsletter, The Disruption Wave Hits Insurance, July 18, 2017
  • The Disruption Wave Hits Insurance, Holland & Knight, June 28, 2017
  • Will Argentina’s Banking Sector See Higher Profits? Latin America Advisor, June 27, 2017
  • Insurance Companies Need to Prepare for Swap Margin Rules in Effect on March 1, 2017, Holland & Knight Alert, February 7, 2017
  • What Will Be the Impact of Relaxed U.S.-Cuba Restrictions? Inter-American Dialogue Financial Services Advisor, January 23, 2015
  • OPIC Issues Its First Green Guaranties – An Innovative Financing Program, Holland & Knight Alert, October 21, 2014
  • How Much Does Cybercrime Threaten Latin American Companies? Inter-American Dialogue Financial Services Advisor, March 20-April 2, 2014
  • Economic Sanctions in Iran: Coping with the Changing Landscape, Co-Author, Ethisphere Magazine, March 2014
  • Corporate Compliance Answer Book, The Troubled Asset Relief Program Chapter, Practising Law Institute, 2014 Edition
  • Would a Banking Reform Measure Boost Mexico’s Economy? Inter-American Dialogue Financial Services Advisor, December 12, 2013 – January 8, 2014
  • How Well Is Mexico’s New Anti-Money Laundering Law Working? Inter-American Dialogue Financial Services Advisor, November 14-27, 2013
  • Our Mini-Theme: Hong Kong, Gateway to China, American Bar Association’s Business Law Today, June 2013
  • Auditing the Adults: U.S. Insurance Regulators’ Increased Focus on Non-Insurer Parents, Holland & Knight Alert, February 1, 2013
  • Auditing the Adults: U.S. Insurance Regulators’ Increased Focus on Non-Insurer Parents Co-Author, LIMRA Regulatory Review, January 2013
  • Corporate Compliance Answer Book, The Troubled Asset Relief Program Chapter, Practising Law Institute, 2013 Edition
  • Board of Contributors: Uncertainty Surrounds Citizens’ Depopulation Program, Co-Author, Daily Business Review, September 25, 2012
  • Citizens’ New Exposure Reduction Program Creates Opportunities for Private Insurers, Holland & Knight Alert, September 14, 2012
  • Supreme Court Upholds Patient Protection and Affordable Care Act But Modifies Medicaid Provisions, Holland & Knight Alert, June 28, 2012
  • Corporate Compliance Answer Book, The Troubled Asset Relief Program Chapter, Practising Law Institute, 2012 Edition
  • What Will New U.S. Regulations Mean for Banks in the Region? Inter-American Dialogue Financial Services Advisor, February 16-29, 2012
  • The Dodd-Frank Act: A Step Closer Toward the Federal Regulation of Insurance? LIMRA’s MarketFacts Quarterly, Fall 2010
  • Patient Protection and Affordable Care Act: American Health Benefit Exchanges and CO-OPs – Competition and Coverage, Holland & Knight Alert, June 22, 2010
  • Corporate Compliance Answer Book, The Troubled Asset Relief Program Chapter, Practising Law Institute, 2010 Edition
  • The Rise And Fall Of The Federal Insurance Office, Co-author, Law 360, January 19, 2010
  • Are Caribbean Offshore Tax Havens Losing Their Appeal? Inter-American Dialogue Financial Services Advisor, June 2008
    • Captive Insurance for the Middle Market, Co-Sponsor: Oxford Risk Management Group, September 25, 2018
    • Managing Key Risks in International Business, Moderator, American Bar Association, November 28, 2017
    • The New Paradigms: An Introduction to Legal Informatics for the Business Lawyer, Co-Moderator, American Bar Association Business Law Section Annual Meeting, September 9, 2016
    • Global Expansion of Insurance Products, 14th Annual Private Placement Life Insurance & Variable Annuities Forum, May 17-18, 2016
    • The Long Arm of the Law: The Extra-Terrestrial Reach of U.S. Anti-Corruption Legislation, Thomson Reuters Webcast, Co-Presenter, April 21, 2016
    • Planning with Micro-Captives after the 2015 PATH Act, Crump Life Insurance Webinar, March 21, 2016
    • Iran Sanctions Update, Thomson Reuters Complimentary Webcast, March 2, 2016
    • Doing Business in Sanctions “No Man’s” Land, Thomson Reuters Webcast, October 8, 2015
    • Russian Sanctions Trade War: Global Sanctions Against Russia Lead to Russian Retaliatory Sanctions, Thomson Reuters Webcast, October 15, 2014
    • 12th Annual Private Placement Life Insurance & Variable Annuities Forum, Structuring Hard-Asset IDFs – MLPs, Real Estate and Private Equity Funds; Moderator, Implementing Private Placement Solutions Outside the U.S, June 3-4, 2014
    • Latest International Insurance Regulatory Developments, Private Placement Life Insurance (PPLI) & Annuities (PPVA), May 20, 2014
    • Avoiding Corporate Data Disasters: Establishing Compliance Procedures to Mitigate Risk and Protect Against Improper Use, Ethisphere Webcast on Cybersecurity and Cyber Insurance, March 13, 2014
    • 2013 Latin America/US M&A Trends, Trade and Regulation Forum, Event Co-Chair and Speaker, State of the M&A Market, June 20-21, 2013
    • PPLI and PPVA Recent Product Developments: U.S. and Non-U.S. Based Carriers and “953(d)” Insurers’ Products, Private Placement Life Insurance (PPLI) and Annuities (PPVA) 2013 Conference (IBC Global Conference), April 30, 2013
    • Update on the Latin America Insurance Market: Regulatory Changes and Emerging Business Opportunities, American Fidelity Defense Counsel Summit, April 18, 2013
    • Implementation of the Affordable Care Act: The Nuts and Bolts of Health Care Reform, ABA Spring Meeting, April 5, 2013
    • ABA Annual Conference, Cross-Border M&A: Critical Issues for U.S. Counsel, BITS, Bribes and Bank Secrecy, August 3, 2012
    • Insurance Dedicated Fund Issues vs. Managed Accounts, Private Placement Life Insurance (PPLI) and Annuities (PPVA), May 30, 2012
    • ABA Business Law Section Spring Meeting, The Business of Healthcare: An Update on the Development of State-Based Health Care Exchanges, March 2012
    • Health Benefit Exchanges Under the Affordable Care Act, The Business of Healthcare: The Development of State-Based Healthcare Exchanges Program, ABA Annual Meeting, Toronto, Canada, August 5, 2011
    • Alternative Investing through Private Placement Life Insurance (PPLI) and Annuities (PPVA), Game Changing Regulation, Compliance and Reporting Requirements, June 1, 2011
    • Wealth Transfer Strategies Using Captive Insurance Companies, The International Forum, Phoenix, AZ, January 17, 2011
    • Directors and Officers of U.S. Multinationals: Minimizing Risk in an Era of Enhanced Responsibility, International Business Law Committee Program, ABA Annual Meeting, San Francisco, CA, August 5, 2010
    • The Economics of Health Care Reform: Healthcare Systems, June 23, 2010
    • Alternative Investing Through Private Placement Life Insurance (PPLI) & Annuities, Determining what additional due diligence may be required on your investments in light of recent events, June 15, 2010
    • U.S. & Latin American Tax Planning Strategies Conference, Insurance in the Wealth Planning Context, May 19, 2010
    • Finance and Banking, American University Washington College of Law – Practicing Law in an Interconnected World: Exploring Trends and Opening Dialogue conference, Miami, FL, April 10, 2010
    • International Views on Life Settlements: Latin America, Fasano Associates’ Annual Life Settlement Conference, Washington, D.C., October 26, 2009
    • Insurance: The Use of Insurance Vehicles in Offshore Wealth Planning, American Bar Association, International Bar Association and International Fiscal Association – Latin American Tax Planning Strategies Conference, Miami, FL, June 17-19, 2009
    • The Continuing Effort to Regulate Life Settlements: Critical Elements for Investors, International Life Settlements Conference, London, May 20-21, 2009
    • Regulatory Roundtable on Financial Services Convergence, IIR’s Alternative Investing through Life Insurance and Annuities Annual Conference, Miami Beach, Florida, February 2009
    Super Lawyers Martindale Hubbel AV Preeminent Law 360