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A Morrow guide

Your First 90 Days of Insurance After Buying a Business: A Checklist

In this guide

Your first 90 days of insurance as a new owner come in four stages. On closing day, confirm coverage is in force for the company that now owns the business; in week one, gather documents and send the notices your policies and lender require; in month one, review every policy and fix urgent gaps; by day 90, clear the hard deadlines and set a renewal plan. One hard deadline in that window is the 90-day ownership change report many workers' compensation policies require. This checklist is for entrepreneurship through acquisition (ETA) searchers, search fund CEOs, buyers who used a Small Business Administration (SBA) loan and holding companies doing add-ons.

The short answer

  • Closing day: get written confirmation (a binder, which is the carrier's temporary written proof of coverage, or an issued policy) that coverage is in force for the company that now owns the business. A quote or an application is not coverage.
  • Week 1: collect declarations pages, full policies, loss runs and key contracts, build a renewal calendar, and send the ownership notices your policies and lender call for.
  • Month 1: review each policy against the business you bought, check customer contracts and your lease, and fix the urgent gaps.
  • By day 90: report the ownership change for workers' compensation, confirm any newly acquired entity is scheduled on your policies, send proof to your lender, and decide when to remarket.

Why do the first 90 days matter so much?

The weeks after closing are a common time for coverage to slip. The seller's policies may be cancelled, or may still name a company you did not buy. Vehicles may still be titled to the seller. Certificates the seller issued keep circulating. Your staff, your bank accounts and your email systems are all changing at once, which is when mistakes and fraud attempts tend to happen.

Several clocks also start at closing:

  • Workers' compensation. Under the National Council on Compensation Insurance (NCCI) rules used in many states, and parallel rules in several independent bureau states, many policies require an ownership change report within 90 days (details below).
  • Automatic coverage for a newly acquired company. It only extends a general liability policy your company already has, so it mainly helps a holding company doing an add-on; most first-time buyers have nothing for it to attach to. Where it applies, the standard window is short and limited (details below).
  • New vehicles. On business auto policies that list vehicles one by one, a newly acquired vehicle may be covered only in certain cases and only if you tell the carrier within 30 days. Check how your auto policy describes covered autos.

None of this is hard. It just has to be scheduled. The table below puts it on a calendar.

What does the 90-day insurance timeline look like?

Insurance checklist for a new owner, by date
WhenWhat to doWhy it matters
Closing dayConfirm in writing that every policy the business needs (for example general liability, property, auto, workers' compensation and umbrella) is in force for the buying entity, effective at closingIn an asset deal the seller's policies usually do not move to your company
Closing dayDeliver lender evidence of property and liability coverageLoan terms often make this a closing condition
Closing dayConfirm who is buying tail coverage on the seller's claims-made policies (professional, D&O, employment practices)The window to buy a tail is often short after a policy ends
Week 1Collect declarations pages, full policies with endorsements, five years of loss runs, key contracts and the leaseYou cannot review what you cannot see
Week 1Build a calendar of every policy's renewal date, carrier and premiumRenewals that land in month two or three need work now
Week 1Send ownership change notices required by your policies; start the workers' compensation reportLate notice can cause retroactive premium changes or coverage disputes
Week 2Fix the named insured, addresses and vehicle schedule; reissue key certificates in the new nameCustomers and landlords need certificates that match the policy
Month 1Full review of each policy, plus contracts and lease against your coverageOwner-run businesses often carry gaps a new owner should not keep
Month 1Set up certificate tracking for subcontractors and vendorsUninsured subcontractors can land on your audit and your claims
Month 1 to 2Bind the fixes the review found: endorsements, missing lines, corrected limits and values. Anything a contract, lease or lender requires today gets bound as soon as it is foundGaps cost the most when a claim arrives first
By day 90Confirm the workers' compensation ownership report is filed; confirm newly acquired entities are scheduled; send updated lender proofHard deadlines sit at or near day 90
By day 90Decide: keep, fix or remarket (ask other carriers to quote) at the first renewal; brief your board or investorsSets up the first renewal and your first investor update

What has to be true on closing day?

Closing day has one job: make sure nothing is uninsured the moment ownership changes. Work through this list with your broker and deal counsel before you sign. If you have already closed, run it now: any item you cannot confirm in writing is an open gap to fix this week.

  • Coverage is in force for the right company. In an asset purchase, your new entity usually needs its own policies bound effective at closing, because standard policy conditions say the policy's rights cannot be transferred without the insurer's written consent. In a stock purchase, the same company keeps its policies, but some carry change in control terms and reporting duties. See whether to keep the seller's insurance or start over.
  • You hold a binder or policy, not a quote. A quote, an application or an email saying "we are working on it" is not coverage. Coverage exists when the carrier binds it.
  • Workers' compensation is in place from the first payroll. Whether you must carry it, and from whom, is set by state law. In North Dakota, Ohio, Washington and Wyoming, employers that buy coverage must buy it from the state fund (qualified self-insurance aside), and those state fund policies do not include employers liability, so employers usually add stop gap coverage. If the seller's employees were covered through a professional employer organization (PEO), that coverage does not automatically carry over to your new entity; you need your own PEO agreement or policy effective at closing. Texas lets most private employers choose not to carry it, with reporting duties if they opt out.
  • Employee benefits are handled. Group health, life and disability plans sit outside business property and casualty insurance and follow their own rules in a sale, especially in an asset deal. Ask a benefits advisor and deal counsel how the seller's plans end or continue and what your new company must have in place at closing.
  • Vehicles are titled and scheduled correctly. If trucks are still titled to the seller, the auto policy needs to reflect who owns them. See vehicles still titled to the seller.
  • The lender has its evidence. Lenders commonly want evidence of property insurance showing them as mortgagee or lender's loss payable (a clause that can still pay the lender if the carrier denies your claim because of something you did or failed to do, though not for a loss the policy does not cover), plus a liability certificate. A certificate is not the policy, so ask your broker to confirm the lender clause is actually endorsed on the policy.
  • The seller's claims-made policies are handled. If the seller had professional liability, directors and officers (D&O) or employment practices liability insurance (EPLI) written on a claims-made basis, ask counsel whether the purchase agreement requires the seller to buy tail coverage (an extended window to report claims after the policy ends). In a stock deal, a change in control can put the company's own D&O and similar policies into run-off, covering only acts before closing, so you may need a new policy for acts after closing.

A hypothetical example. A buyer closes an asset purchase in March. Workers' compensation is bound for the new LLC, and with no ownership information filed, the carrier rates it at a neutral 1.00 experience mod (the factor that raises or lowers workers' compensation premium based on past claims). The seller's mod was 1.25. Nobody files the ownership change report until October, when the rating organization transfers the seller's experience and applies the 1.25 mod back to the March closing date. On $80,000 of premium before the mod, that is about $20,000 of extra premium arriving mid-year. Filing on time would not have avoided the higher mod, but it would have put the cost in the budget from the first month. The numbers are illustrative.

What should I do in week one?

Week one is about information and notices. You are building the file that every later decision depends on.

  1. Collect the documents. Declarations pages, full policies with every endorsement, at least five years of loss runs (the carrier's claims history report), customer contracts with insurance clauses, the lease, loan documents and any open claims. The list in what documents you need for an insurance review covers the rest.
  2. Build a renewal calendar. One row per policy: carrier, policy number, premium, renewal date, who the named insured is. If a renewal lands in the next 60 days, flag it now.
  3. Check the named insured on every policy. The named insured must be the legal entity that owns and runs the business, plus any holding company or DBA that needs to be listed. See policies that still list the seller.
  4. Send the ownership notices. Ask your broker to help you complete the workers' compensation ownership change report (NCCI's Request for Ownership Information form, or your state bureau's version). An owner or officer must sign it, and it goes to the carrier and the rating organization. In a stock deal, ask which other policies require notice of a change in control.
  5. Lock down payments. New bank accounts and new faces in accounts payable make new owners a target for fake payment instructions. Add a call-back rule for any change in wiring details. See funds transfer fraud and new owners.

What belongs in month one?

Month one is the full review. The aim is to compare each policy with the business you actually bought, not the business the seller described on the application years ago. The detailed method lives in the step-by-step review guide; these are items new owners commonly need to fix.

  • Exposures on the policies match reality. Payroll on the workers' compensation policy, revenue on the general liability policy, the vehicle and driver list, and equipment schedules should match what you saw in diligence.
  • Property values are insurable values, not deal values. The purchase price allocation is not the cost to rebuild or replace. If limits are too low, a coinsurance clause can cut a claim payment.
  • Contracts and the lease are met. Customer contracts and leases often require specific limits, additional insured status or waivers. Use how to check customer contracts against your policies and lease insurance requirements.
  • Certificate tracking is running. Collect current certificates from subcontractors and vendors. See setting up certificate tracking in your first month.
  • Lines owner-run businesses skip are considered. Cyber, crime and EPLI are common gaps. Not every business needs all three, but each deserves a decision. See the coverage gaps new owners find.

What has to be done by day 90?

The workers' compensation ownership report

Many workers' compensation policies require you to report a change in ownership to the insurer within 90 days, whether or not the business currently has an experience mod. Buying assets into a new company still counts as a change in ownership, and the seller's claims history usually follows the business to you. Under current NCCI rules, a mod recalculated because of an ownership change applies back to the date of the change, up or down, and a failure to report may be treated as experience mod evasion. The rating organization, not your broker or carrier, decides the result. Independent bureau states such as California and New York have their own procedures. More in the workers' compensation review guide.

Newly acquired entities on existing policies

If you are a holding company adding a company to an existing program, do not lean on automatic coverage. The standard Insurance Services Office (ISO) general liability form gives a limited automatic window: up to 90 days or the end of the policy period, whichever comes first. It applies only when no other similar insurance is available, does not cover injury or damage that happened before the acquisition, and does not apply to LLCs, partnerships or joint ventures. Carrier forms vary. Ask your carrier to schedule the new entity by endorsement. See adding a newly acquired company to your policies.

Lender follow-up

SBA lenders must monitor that required insurance stays in force for the life of the loan. Send updated evidence whenever a policy renews or changes, and confirm the lender clause carried over. Separately, SBA requires the lender to collect evidence of the business licenses you need to operate within 90 days after final disbursement (the last loan payout, which can come after closing); that is not an insurance item, but it often comes up in the same follow-up. The full list is in SBA lender insurance requirements after closing.

A renewal plan and a board update

By day 90 you should have a decision for each policy (see the table below). Remarketing needs lead time, so start renewal work 90 to 120 days out for any policy you plan to shop. If you have a board or investors, a one-page insurance summary in your first quarterly update is good practice; see how to report on insurance to your investors.

What should I decide by day 90 for each policy?

Not everything has to change in 90 days. Sorting urgent from important keeps you from paying mid-term cancellation costs for changes that could wait. By day 90, put each policy in one of these rows:

Policy decisionWhen it fitsNext step
Keep as isRight named insured, coverage fits, exposures close to reality, carrier accepts the new ownerNote the renewal date and start renewal work 90 to 120 days ahead
Fix by endorsement nowWrong name, address, vehicle or location; missing additional insured or waiver; values or payroll offAsk the current carrier to endorse; get the endorsement in writing
Add a missing line nowA contract, lease or lender requires coverage you do not have, or a serious exposure is uninsuredPlace that policy on its own; no need to cancel the rest
Remarket at renewalCoverage is adequate for now, but price, structure or fit should be testedClean up exposures and loss runs, then start 90 to 120 days before renewal
Move mid-termThe carrier will not accept the new owner, sent a nonrenewal, or the policy cannot be fixedWeigh cancellation costs, then bind the replacement before the old policy ends

The deeper keep or replace decision is in whether to keep the seller's insurance or start over, and when to remarket: mid-term or at renewal walks through the cost of moving early.

Keep reading

Frequently asked questions

Do I need new insurance on closing day if the seller's policies run for another six months?

Usually yes in an asset purchase. Standard policy conditions say the policy's rights cannot be transferred to another party without the insurer's written consent, so the seller's policies insure the seller's company, not your new one. In a stock purchase the same company keeps its policies, but check change in control terms and send any required notices.

What happens if I miss the 90-day workers' comp ownership report?

Under current NCCI rules, a failure to report may be treated as experience mod evasion, and the rating organization can correct the mod, often retroactively to the date of the change. There is no fixed fine in the rules, but a retroactive mod increase can mean an unexpected premium bill. Rules differ in independent bureau states and state fund states.

Should I switch brokers or carriers in the first 90 days?

Only if something is clearly wrong, such as coverage that does not fit the business or a carrier that will not accept the new owner. Cancelling mid-term can cost money, and the seller's broker may know the account well. Many new owners fix urgent gaps by endorsement first and remarket at the first renewal.

What does my SBA lender need to see after closing?

Typically evidence of property insurance on the collateral showing the lender as mortgagee or lender's loss payable, plus liability evidence, and updated proof whenever a policy renews or changes. Your loan agreement lists the exact requirements, and lenders can require more than the SBA minimum.

Can I handle the first 90 days myself?

You can run the calendar, collect documents and track deadlines yourself. The technical parts, such as reading endorsements, matching contract requirements and checking class codes, usually go faster with a broker. Morrow can review the policies you inherited and flag gaps, and any new terms depend on carrier underwriting.

References

Just bought a business? Get your insurance reviewed.

Send Morrow the declarations pages, loss runs and key contracts you inherited. Morrow can review them against the business you bought, flag gaps and request quotes where it makes sense. Any new terms depend on carrier underwriting.

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This article is general information, not legal, tax or financial advice, and not a coverage determination. Coverage depends on the actual policy wording, carrier underwriting, your purchase agreement and your contracts. Ask your attorney and accountant about deal and legal questions.