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A Morrow guide

New Owner Review: Commercial Property

In this guide

Check first whether the property limits reflect what it would cost to rebuild and replace everything today, not what the seller insured years ago and not what you paid in the deal. If they do not, a claim for a fire or burst pipe next month could be paid short. Then check how the policy pays: new for old (replacement cost), and whether you insure enough to avoid a penalty (coinsurance). After that, review the deductibles, the causes of loss covered, rebuilding to code, machinery breakdown and whether every location and lender is listed. This guide is for new owners who inherited the seller's property policy.

The short answer

  • Seller-era values are often years out of date, and a purchase price allocation is not an insurable value. Rebuild the limits from current replacement cost.
  • Under the standard form, property is valued at actual cash value (after depreciation) unless replacement cost is shown on the declarations page.
  • Under the standard form, if the limit is below the coinsurance percentage of the property's value at the time of loss, the claim is reduced proportionally, even for a partial loss.
  • Check the causes of loss form, flood and earthquake exclusions, wind or hail deductibles, ordinance or law coverage for older buildings, and equipment breakdown.
  • An SBA lender requires the right clause on the policy, not just a certificate: a mortgagee clause on buildings and a lender's loss payable clause on equipment and inventory. Other lenders often ask for the same.

Are the property values out of date?

Property limits tend to be set once and then renewed for years with small automatic increases, while construction, equipment and inventory costs move on their own. An owner-run business may never have revisited them. The result is a limit that looks reasonable on the declarations page but would not rebuild the building or replace the equipment today.

Deal numbers do not fix this. A purchase price, a purchase price allocation or a book value measures something different from what the policy pays: the cost to repair or replace the property (replacement cost) or that cost minus depreciation (actual cash value). Limits copied from the seller or set from the deal model can be too low or too high.

Separate the values the policy schedules:

  • Building: only if you own it, or your lease makes you responsible for insuring it.
  • Business personal property: equipment, furniture, inventory, computers and supplies at the listed locations.
  • Tenant improvements: build-outs you paid for in leased space, which the lease may require you to insure.
  • How the limit is spread: a separate limit per location, or one blanket limit across sites, and whether inventory peaks (seasonal stock, a large order) could exceed the limit at the wrong time.

Useful sources for current values include a recent appraisal, a contractor's rebuild estimate, the carrier's valuation tool and your own fixed asset and inventory records. If the building or lease stays in the seller's name, see when the lease or building stays in the seller's name.

Is the property insured at replacement cost or actual cash value?

Under the standard Insurance Services Office (ISO) building and personal property form, covered property is valued at actual cash value unless an optional coverage such as replacement cost is shown on the declarations page. Many policies do show replacement cost, but some older or budget programs do not, and the difference on an older roof or ten-year-old equipment can be large.

Replacement cost vs actual cash value
Replacement costActual cash value
What it paysCost to repair or replace with similar property, without deducting for ageReplacement cost minus depreciation
When it pays in fullUnder the standard form, after the property is actually repaired or replacedAt settlement
PremiumHigher, because the potential payout is higherLower
FitsMost operating businesses that need to rebuild quicklyProperty you would not replace like for like

Under the standard replacement cost option, you can take actual cash value first and still claim the difference later if you notify the carrier within 180 days after the loss. Under the standard form, replacement cost does not apply to inventory (stock) unless the declarations show the "including stock" option, so check that line if inventory is a large part of your values. Check your own form, since carrier wording varies. See actual cash value vs replacement cost.

Can insuring too low shrink a claim (coinsurance)?

Coinsurance is a condition that rewards insuring to value and penalizes underinsuring. The declarations page sets a percentage, often 80, 90 or 100. If your limit is less than that percentage of the property's value at the time of loss, the carrier pays only a proportion of the claim. The penalty applies to partial losses too, which surprises many owners. Under the standard form:

What the carrier pays = (limit you carry divided by the limit you should carry) times the loss, minus the deductible.

A hypothetical example. A buyer acquires a light manufacturer whose equipment has been insured at $1 million for six years. A current replacement cost estimate puts it at $1.6 million. With 90 percent coinsurance, the required limit is $1.44 million. If a fire caused $400,000 of damage, the carrier would pay about 69 percent of the loss ($1 million divided by $1.44 million), roughly $278,000 before the deductible, leaving more than $120,000 for the new owner to fund in the middle of the first year of loan payments. Asking the carrier to raise the limit to about $1.6 million before a loss would close that gap as long as values hold, for a higher premium.

An agreed value option suspends coinsurance for the scheduled property until an expiration date, usually in exchange for a signed statement of values. Ask whether it is available, and calendar the date so coinsurance does not quietly return.

Which causes of loss are covered, and what deductibles apply?

Commercial property policies come in three broad forms: basic and broad forms list the causes of loss they cover (such as fire, lightning, windstorm, hail and vandalism), while the special form covers direct physical loss unless it is excluded. Most operating businesses carry the special form, but confirm it. Even the special form commonly excludes flood, earthquake, wear and tear, and gradual leaks, and many policies limit some theft losses.

  • Flood usually needs separate coverage. See is flood damage covered by commercial property insurance and commercial flood. If a building pledged to an SBA lender sits in a high-risk flood zone (a special flood hazard area), the lender must require flood insurance on it, and on collateral equipment and inventory inside it. If you lease space in a high-risk flood zone, ask your lender whether its flood rules still apply to equipment or inventory bought with loan money, since SBA's flood regulation is worded more broadly than the building rule.
  • Earthquake is usually excluded and bought separately or by endorsement where it matters.
  • Wind and hail deductibles may be a percentage of the insured value rather than a flat dollar amount, which can mean a much larger out-of-pocket cost after a storm.
  • The all other perils deductible is the flat amount for most claims. A higher deductible usually lowers premium but has to fit your cash reserves and loan covenants.

Would the policy pay to rebuild to code or fix broken machinery?

Ordinance or law coverage matters most for older buildings. After a serious loss, building codes may require the rebuilt structure to meet current standards, require demolition of undamaged parts, or both. A standard property policy generally does not pay these extra costs without the coverage. The standard ISO form includes a small increased cost of construction coverage, the lesser of $10,000 or 5 percent of the building limit and only for buildings insured at replacement cost, which is rarely enough for a serious loss and does not pay for tearing down the undamaged portion. Endorsements commonly address three pieces: the value of the undamaged portion you must tear down, the cost of demolition, and the increased cost of building to current code. See ordinance or law coverage.

Equipment breakdown coverage responds to sudden mechanical or electrical breakdown, such as a motor burning out, a compressor failing or an electrical arc in a panel. Standard property forms generally exclude this kind of breakdown, so it is added by endorsement or a separate policy. It is especially important for businesses that depend on refrigeration, production machinery, heating and cooling systems or servers.

Property you take off site, such as tools, equipment at job sites and goods in transit, is usually outside the property policy's listed locations and belongs on an inland marine policy. The tools, equipment and inland marine review covers it.

Is every location and lender listed correctly?

The policy covers property at the locations it lists, plus limited extensions. Check that every place the business keeps property is scheduled, including warehouses, storage units and new sites, and that sold or vacated sites are removed. Under the standard form, once a building has been vacant for more than 60 consecutive days, losses such as vandalism, water damage and theft are not covered and other losses are reduced by 15 percent, so tell the carrier about a planned move or vacancy.

Lenders need specific protection. For a 7(a) loan, the Small Business Administration (SBA) Standard Operating Procedure (SOP) 50 10 8.1 generally requires:

  • hazard insurance on collateral for loans over $50,000 (with narrow exceptions);
  • real estate at full replacement cost, with a mortgagee clause;
  • equipment and inventory at full replacement cost, with a lender's loss payable clause.

Other lenders set their own terms but often ask for the same. A plain loss payee listing gives the lender fewer rights than a lender's loss payable clause. Lenders usually ask for an evidence of commercial property form (ACORD 28) as proof, but the protection comes from the endorsement on the policy. See SBA lender insurance requirements after closing and evidence of property insurance for lenders.

Finally, the named insured must be the entity that owns the property now. In an asset purchase, the seller's policy does not transfer to your company without the carrier's written consent.

What belongs on your commercial property checklist?

New owner commercial property checklist
ItemWhat to checkRed flag
ValuesBuilding, contents and improvements against current replacement costLimits unchanged for years, or set from the deal price
ValuationReplacement cost shown on the declarationsActual cash value on property you would replace
CoinsurancePercentage and whether limits meet it; agreed value dateLimit below the percentage of current value
Causes of lossSpecial form; flood and earthquake handled separately where neededBasic form, or flood zone with no flood coverage
DeductiblesAll other perils and any wind, hail or storm deductiblePercentage deductible you could not fund
Ordinance or lawCoverage for older buildings you own or must insureNone on a building built under older codes
Equipment breakdownEndorsement or separate policyCritical machinery or refrigeration with no coverage
Locations and lenderEvery site listed; mortgagee and lender's loss payable shownMissing sites, or the lender listed only as a certificate holder

Property damage is also what triggers business income coverage, so review the two together. See the business income and extra expense review. Morrow can compare the property schedule you inherited with current rebuild costs and your loan documents and flag where a claim could be paid short; any changes depend on the carrier.

Keep reading

Frequently asked questions

Should I insure the property for what I paid for the business?

No. The purchase price and its allocation are deal figures, not the cost to rebuild or replace the property. Set limits from current replacement cost estimates, which can be higher or lower than the deal numbers.

What is a coinsurance penalty in plain English?

If your limit is less than the required percentage of what the property is worth at the time of a loss, the carrier pays only a share of the claim. Under the standard form, keeping the limit at or above the required percentage of the property's value at the time of loss, or using an agreed value option until its expiration date, avoids the reduction, so revisit values each year.

Does my commercial property policy cover flood damage?

Usually not. Most commercial property policies exclude flood, so it is covered by a separate flood policy or, in some cases, an endorsement. If a building pledged as loan collateral is in a high-risk flood zone, an SBA lender must require flood coverage. If you lease, ask the lender how its flood rules apply to equipment and inventory bought with the loan.

I lease my space. Do I still need commercial property insurance?

Usually yes, for your equipment, inventory and furniture, and often for improvements you paid for. Your lease decides who insures the building itself and what limits and endorsements you must carry, so read its insurance section.

What does my SBA lender need to see on my property policy?

For most 7(a) loans over $50,000, SOP 50 10 8.1 requires collateral to be insured at full replacement cost, with a mortgagee clause on real estate and a lender's loss payable clause on equipment and inventory. Lenders often ask for an evidence of property form as proof, but the endorsement on the policy is what protects them.

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.

Morrow · 25 New Chardon Street, 4th Floor, Boston, MA 02114

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.