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What is a coverholder in insurance? Thirty terms of delegated authority

A coverholder is a company that an insurer, at Lloyd's a managing agent, has authorised to write insurance in its name under a binding authority: it binds the risk, but the insurer carries it. This glossary defines thirty terms of delegated authority from the rules that define them, and marks the words that mean different things in London and the US, the vocabulary Botminds' MGA & Coverholder Audit tests a delegate against.

Updated · 13 min read

A coverholder in insurance is a company that has been given authority to enter into contracts of insurance on an insurer's behalf, so it can quote, bind and issue cover without referring each risk back. The term comes from the Lloyd's market, where HM Revenue & Customs puts it in one line: "A managing agent may delegate to another company, including to a Lloyd’s broker, its authority to enter into contracts of insurance on behalf of a syndicate it manages. The recipient of the authority is known as a ‘coverholder’" (HMRC Lloyd's Manual, LLM1100). The coverholder holds the pen; the syndicate or insurer carries the risk. In the US the nearest equivalent is the managing general agent, defined in state law. Because a delegate writes business the insurer has never seen, the insurer must audit it, and Botminds' MGA & Coverholder Audit is an agentic solution for that audit: it tests every risk and claim a coverholder or MGA reports against the binding authority.

The vocabulary of delegated authority is small but slippery. The same word can mean a document in one market and a temporary cover note in another, and US statute defines terms that London defines by contract. Each term below gives its source, so a reader can check the definition against the rule that sets it.

The person to whom a binding authority is granted is often known as a coverholder, but the nature of the arrangement is essentially that of an underwriting agent.

AmTrust Europe v MD Insurance Services, High Court, 2025, quoting a professional negligence encyclopaedia

What is a coverholder in insurance, in one paragraph?

A coverholder is an underwriting agent with a written authority: a binding authority that says which risks it may accept, at what rates, up to what limits, in which territories and for how long. HMRC's manual adds the second half of the definition: "The document setting out the terms of the coverholder’s delegated authority is known as a ‘binding authority’." Everything an auditor later tests comes from that document and its schedules.

Coverholders range from Lloyd's brokers with a small binder for one class to specialist firms writing thousands of policies a year across several countries, some with authority to settle claims as well. In a 2025 High Court case, for example, the court described a coverholder appointed "to manage the underwriting process and claims handling" for latent defect policies on new homes, with a binder that ran from 2011 to 2020 (AmTrust Europe v MD Insurance Services, [2025] EWHC 1468 (Comm)).

Is the coverholder the insurer?

No. The coverholder acts for the insurer but is not the insurer, and the risk stays on the syndicate's or insurer's books. HMRC states the agency relationship directly: coverholders act as agent of the Lloyd's managing agent, not of the policyholder. That has practical consequences. A policyholder's contract is with the insurer, so a claim is the insurer's to pay even if the coverholder mishandles it; and the insurer is answerable to its regulator for what the coverholder did in its name.

The money follows the same logic. The FCA Handbook explains that an agency agreement can let the intermediary commit the insurer to risk, settle claims or handle premium refunds, and calls these binding authorities; under such an authority the intermediary holds premiums as the insurer's agent (FCA Handbook, CASS 5.2.2G). Premium paid to the coverholder is, for the customer, premium paid to the insurer. If the coverholder then fails to pass it on, the gap is the insurer's.

What does a coverholder do?

A coverholder does whatever its binding authority allows, and reports it. A typical authority lets it quote and bind risks inside set classes and limits, issue policy documents, collect premium and pay it over, and send the insurer a regular schedule of what it wrote. Some authorities add claims: acknowledging, reserving and settling claims up to an amount, with larger or disputed ones referred. The reporting is the insurer's window into the book. In one Lloyd's-style binder read out in a 2022 judgment, the coverholder had to keep sending premium bordereaux at the scheduled interval until every policy it had bound had expired or been cancelled (XL Insurance v IPORS, [2022] EWHC 2093 (Comm); the clause is quoted in what bordereaux reporting is).

That window is only as good as the delegate's reporting. In the same case, once the coverholder's bank statements were analysed alongside information from third parties, it emerged that it had substantially under-declared the premium it received, and the court found it liable for the shortfall. That is why an audit tests the bordereau against the files and the bank, not just the bordereau against itself.

Thirty terms of delegated authority, with their sources

The thirty terms below are the ones that come up in every delegate audit, grouped by what they describe. Where a statute, regulator or court defines the term, the source is named; where no rule does, the definition is marked as our usage.

Thirty terms of delegated authority, and where each is defined

Who holds the pen

Coverholder
A company given authority by a Lloyd’s managing agent to enter into insurance contracts for a syndicate it manages.
HMRC, LLM1100
Managing agent
The firm that manages a Lloyd’s syndicate and may delegate its authority to bind, including to a Lloyd’s broker.
HMRC, LLM1100
Syndicate
The unit at Lloyd’s through which members accept risk; a cover holder has delegated authority from a syndicate.
HMRC, VATINS4620
Lloyd’s broker
An accredited broker that places business with Lloyd’s underwriters; it may not also be a managing agent.
HMRC, LLM1100
Managing general agent (MGA)
In US law, a person who manages an insurer’s business and underwrites premium equal to at least 5% of the insurer’s surplus in a quarter or year, and adjusts or pays claims over $10,000 or negotiates reinsurance.
NAIC Model #225 §2D
Underwriting agent
The legal character of most delegated arrangements: whoever holds the binding authority underwrites as the insurer’s agent.
AmTrust v MDIS, 2025

The authority

Binding authority
The document setting out the terms of a coverholder’s delegated authority; in the FCA Handbook, authority to commit an insurer to risk, settle claims or handle premium refunds.
HMRC LLM1100; FCA CASS 5.2.2G
Binder
Shorthand for the binding authority agreement in delegated authority work; elsewhere it can mean temporary evidence of cover.
Our usage
Underwrite
The power to accept or decline risks for the insurer.
NAIC Model #225 §2F
Underwriting guidelines
The limits a US MGA contract must contain: premium volume, rates, risk types, limits, exclusions, territories, cancellation, policy period.
NAIC Model #225 §4F
Settlement authority
The amount up to which a delegate may settle claims without the insurer; it can be ended for cause on written notice.
NAIC Model #225 §4I
Sub-MGA
An MGA appointed by an MGA. The US model forbids it outright.
NAIC Model #225 §4M

The money

Fiduciary account
The account in which a US MGA holds funds collected for the insurer, at an FDIC-insured institution, used for all payments on the insurer’s behalf.
NAIC Model #225 §4C
Risk transfer
Premium is treated as received by the insurer when the agent receives it, so a customer who has paid the agent has paid the insurer.
FCA CASS 5.2
Client money
Money a UK intermediary holds for clients; premium held as the insurer’s agent under a binding authority is ordinarily not client money.
FCA CASS 5.2.2G
Remittance
Paying over the premium due to the insurer, with an account of the transactions, at least monthly under the US model.
NAIC Model #225 §4B
Surety bond
The bond a US MGA keeps for the insurer’s protection: at least $100,000 or 10% of the prior year’s premium for that insurer, capped at $500,000.
NAIC Model #225 §4G
Interim profits
A profit share the MGA can influence through reserves or claims; held back one year for property and five for casualty.
NAIC Model #225 §4L

Reporting and oversight

Premium bordereau
The periodic schedule of risks bound and premium, produced by the coverholder in a format the underwriters agreed in advance.
XL v IPORS, 2022 (binder clause)
Claims bordereau
The same schedule for claims, produced by the coverholder where claims bordereaux are due from it under the binder.
XL v IPORS, 2022 (binder clause)
On-site review
The insurer’s review of an MGA’s underwriting and claims operations at its premises: twice a year under the US model, yearly in Florida.
NAIC Model #225 §5C; Fla. Stat. §626.7454
Delegated authority
Handing underwriting, claims handling or product design to a third party; the FCA expects insurers to manage it as outsourcing.
FCA TR15/7 (2015, historical)
Manufacturer
A firm that designs an insurance product; where co-manufacturers appoint a lead, since December 2025 the lead must be an insurer or a managing agent.
FCA PS25/21
Third-party administrator (TPA)
In the NAIC guideline, a person who underwrites, collects premium or settles claims for life, annuity, health, stop-loss or workers’ compensation cover.
NAIC GL-1090

The audit

Delegate audit
The insurer’s audit of one delegate for a period: request, testing, sample, visit, rated findings and agreed actions.
Our usage
Audit sampling
Applying an audit procedure to less than 100 percent of the items in a population, to judge the whole.
PCAOB AS 2315
Sampling risk
The chance that a sample leads to a different conclusion than testing every item would; it grows as the sample shrinks.
PCAOB AS 2315
Whole-book testing
Running the same tests on every risk and claim the delegate reported, rather than on a sample of files.
Our usage
Finding
A rated statement of what was wrong: the condition, the criteria it breaks, the effect, and the recommendation.
Our usage
Agreed action
What the delegate commits to do about a finding, with an owner and a due date, closed only on evidence.
Our usage
Definitions paraphrased from the sources named; check the full text before relying on a definition in a contract. US terms follow the NAIC Managing General Agents Act (Model #225), which states adopt with variations.Source: HMRC Lloyd’s Manual LLM1100; HMRC VAT Insurance VATINS4620; FCA CASS 5.2; NAIC Model #225; NAIC GL-1090; FCA PS25/21; FCA TR15/7; PCAOB AS 2315

Coverholder vs MGA: what is the difference?

A coverholder and an MGA do the same job in two legal systems. Both hold delegated underwriting authority and often claims authority; the difference is where the rules come from. A coverholder is defined by its binding authority and the London market's arrangements around it. An MGA in the US is defined by statute, and only firms that pass the statute's test count: the NAIC model warns that a firm calling itself a managing general agent is not necessarily one under the act (NAIC Model #225, drafting note to §2D).

Coverholder vs MGA: one job, two rulebooks

Coverholder (London Market)Managing general agent (US states)
Who grants the authority

Coverholder (London Market): A Lloyd’s managing agent, for a syndicate it manages, or a company market insurer.

Managing general agent (US states): A licensed insurer, under a written contract the statute requires before any business is placed.

What makes a firm one

Coverholder (London Market): Holding a binding authority: the document is the definition.

Managing general agent (US states): A statutory test: manages the insurer’s business, underwrites premium of at least 5% of the insurer’s surplus in a quarter or year, and pays claims over $10,000 or negotiates reinsurance.

Whose agent it is

Coverholder (London Market): The managing agent’s, not the policyholder’s.

Managing general agent (US states): The insurer’s; the MGA’s acts are treated as the insurer’s, and the regulator may examine it as if it were the insurer.

Licence

Coverholder (London Market): Not conferred by the binding authority, which is a contract; authorisation and market approval sit outside it.

Managing general agent (US states): A licensed producer in the state, under the model act.

Premium it collects

Coverholder (London Market): Held as the insurer’s agent; for the customer, paid to the insurer on receipt.

Managing general agent (US states): Held as a fiduciary in an FDIC-insured account, remitted at least monthly.

Who must oversee it

Coverholder (London Market): The managing agent or insurer, under FCA and PRA expectations for outsourcing and delegated authority.

Managing general agent (US states): The insurer, with statutory duties: audited statements, an on-site review, an actuary where the MGA sets reserves, notice to the commissioner.

Summarised from HMRC's Lloyd's Manual, the FCA Handbook and the NAIC Managing General Agents Act. State laws differ from the model; Florida, for one, reviews MGAs yearly rather than twice a year.Source: HMRC LLM1100; FCA CASS 5.2; NAIC Model #225

One more difference matters to anyone designing UK products. The FCA's December 2025 rules let co-manufacturers of an insurance product appoint a single lead firm, but the lead "must be, either:" "an insurer; or" "a managing agent." The FCA declined to let intermediaries lead because "where products were developed and designed by intermediaries it was more likely that firms could not demonstrate these products delivered fair value and good outcomes" (FCA PS25/21). An MGA can design a product in London; it cannot carry the manufacturer's duties alone.

Same word, different meaning: five terms to pin down

Five terms cause most of the confusion between markets and between teams. Pinning them down at the start of an audit, or a contract negotiation, saves arguments later.

Five delegated authority terms that change meaning between markets

TermIn delegated authority workElsewhere
BinderThe binding authority agreement and its schedulesIn US commercial and personal lines, often a temporary evidence of cover issued before the policy
MGAA delegated underwriter that holds the pen, often with claims authorityIn some life insurance markets, a distribution firm that recruits and supervises agents
AuditThe insurer’s review of a delegate’s underwriting, claims and moneyA regulator’s examination of the insurer, or a premium audit of an insured’s payroll or sales
BordereauThe delegate’s periodic schedule of risks, premium or claimsIn reinsurance, a cedant’s schedule of ceded business for the reinsurer
ReferralA risk outside the delegate’s authority, sent to the insurer for approval before bindingInside an insurer, a case passed up an underwriter’s own authority levels
Our summary of common usage. When in doubt, the binding authority's own definitions clause governs.

What is a coverholder agreement, and what is in it?

A coverholder agreement is the binding authority itself, usually with schedules that carry the commercial terms. Its content is what makes delegated business auditable. US law spells out the minimum for an MGA contract: underwriting guidelines covering the maximum annual premium, the basis of rates, the types of risk, maximum limits, exclusions, territory, cancellation provisions and the maximum policy period (NAIC Model #225, §4F; the eight items are quoted in what a binding authority agreement is). A London binding authority covers the same ground through its schedule, with bordereaux, accounts and settlement terms in their own section.

Each of those clauses becomes a test. A per-location limit becomes a check on every risk's insured value; a territorial limitation, a check on every risk's state; a settlement authority, a check on every claim payment. In Botminds' MGA & Coverholder Audit, the limits are read from each delegate's own binding authority before the tests run, so the auditor can see the exact clause every exception rests on.

A binding authority's limits, read into the audit

The settings screen for Harrowgate Specialty's audits. On the left, the rating matrix (High findings fixed within 30 days with the Head of Delegated Authority approving before issue, Medium 60 days, Low 90 days, a repeat rule) and the binder limits read for this audit from binding authority HSI-BA-26-014 Schedule A: total insured value any one location $15,000,000, Tier 1 wind aggregate $400,000,000, rating guide credit 15% before a deviation, settlement authority $50,000 per claim, reserve review 30 days from new information, premium remittance 30 days from month end. On the right, sampling rules and the people who prepare, approve and respond.
Fictional sample audit. Each limit carries the clause it comes from: Schedule A §4.2, the claims agreement §5.1, the binder §9.1.

Why the vocabulary matters in an audit

An audit finding is only as strong as the definition it rests on. "Bound over the limit" means nothing until the limit is named, the schedule clause cited and the term "location" pinned down. A delegate that reads a term differently from its insurer will close an action that the insurer thinks is still open. The FCA's 2015 review found exactly this kind of gap at market scale: "Delegated authority is widely used in the UK general insurance market. This can include outsourcing of underwriting and claims handling to third parties and the allocation of other functions such as product design" (FCA TR15/7, June 2015, since marked historical by the FCA), and insurers did not always manage those arrangements as outsourcing.

A finding that rests on a defined term and a cited clause

The draft audit report for Bayline Coastal Underwriters under binding authority HSI-BA-26-014. Finding F-01, High: risks bound above the per-location total insured value limit without approval. The condition names three risks; the criteria cite binder Schedule A section 4.2, maximum total insured value any one location $15,000,000, risks above to be referred to the Company before binding; the effect is $4.4 million of insured value written outside authority, all in Tier 1 wind counties; then a recommendation, a proposed action and links to the three risk files and the whole-book test.
Fictional sample audit. The criteria line quotes the schedule's own definition of the limit, so the delegate and the insurer argue about the facts, not the words.

What a coverholder audit covers, how long it takes and where the days go is in the coverholder audit guide; the tests themselves, each with the clause or statute behind it, are in the MGA audit checklist.

Questions people ask

What is a Lloyd's coverholder?

A Lloyd's coverholder is a company authorised by a managing agent to accept insurance for one or more Lloyd's syndicates under a binding authority. HMRC's VAT manual describes the same thing from the tax side: a cover holder "has delegated authority from a syndicate to accept business on behalf of members", sometimes called binder authority business.

Is a coverholder an insurer or a broker?

Neither, strictly. It acts as the insurer's agent for binding, and some coverholders are also brokers: HMRC notes that a managing agent may delegate its authority to a Lloyd's broker as well as to other firms. The capacity, and the risk, belong to the syndicate or insurer.

Can a coverholder handle claims?

Yes, if its binding authority or a separate claims agreement gives it that authority, usually up to a set amount per claim. In the US model act, an MGA with claims authority must report all claims to the insurer in a timely manner and send the file whenever a claim may exceed its settlement authority, involves a coverage dispute or stays open more than six months.

What is the difference between a coverholder and an MGU?

MGU, managing general underwriter, is a market term rather than a statutory one, generally used for a delegate that underwrites under an insurer's authority. In practice it describes the same kind of firm as a coverholder or MGA; whether a given firm meets a state's statutory MGA definition depends on that state's test, not on the name.

Who audits coverholders?

The insurer or managing agent that granted the authority, through its delegated authority team, sometimes with outside auditors. Regulators then hold the insurer responsible for that oversight: in the US the insurer carries statutory review duties, and in the UK the FCA is reviewing firms' oversight of outsourcers and delegated authority models, aiming to report in early 2027.

What does a binding authority not allow?

Whatever its schedule leaves out: risks outside the listed classes or territories, values above the limits, rates outside the guide, and in the US the appointment of a sub-MGA, which the model act bars outright. Those edges are exactly what a delegate audit tests.

MGA & Coverholder Audit.
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