BMS Incept.
Move forward with confidence. Selling a business is a significant milestone. But the warranties given as part of the transaction can leave sellers exposed long after the deal has completed. BMS Incept is designed to change that.
Move forward with confidence. Selling a business is a significant milestone. But the warranties given as part of the transaction can leave sellers exposed long after the deal has completed. BMS Incept is designed to change that.
Created specifically for sellers of small and micro businesses, BMS Incept provides protection against financial loss arising from an innocent breach of seller warranties contained within an acquisition agreement. It gives sellers greater certainty over their potential liabilities, helping them close the deal and focus on what comes next.
Traditional Warranty & Indemnity insurance is not always designed with smaller transactions in mind. BMS Incept provides a streamlined solution for transactions with an enterprise value from £250,000 up to £20 million, opening access to transaction liability protection for small and micro business sellers. The policy can cover up to 100% of the seller's indemnity, up to £20 million, plus defence costs, with protection available for up to seven years.
in protection. Cover for up to 100% of seller's indemnity
years cover. Protecting sellers beyond completion
Cover in as little as 24 hours. A streamlined underwriting process designed to keep pace with your transaction
costs included. Legal counsel and representation if a buyer brings a covered claim
Cover available post-completion.
BMS can also consider businesses within professional services, technology services and products, transport and insurance broking.
Because your liability shouldn't hold back what comes next. Seller warranties are an important part of an M&A transaction. But even where a seller has acted honestly and disclosed everything they know, an innocent breach can result in a buyer seeking financial compensation. BMS Incept transfers that risk to the insurer. If a buyer brings a covered claim for an innocent breach of seller warranties, the policy can respond to the resulting financial loss and defence costs – providing greater certainty around the seller's exposure after the transaction.
It is a seller-focused approach to transaction liability insurance, designed around the realities of smaller M&A deals.
BMS Incept is designed to protect against innocent breaches of seller warranties – not issues already known to the seller. Known matters would ordinarily be disclosed to the buyer during the transaction. The policy therefore does not cover a breach arising from an issue the seller knew about but failed to disclose. This approach allows underwriting to focus on the seller's knowledge of the business and the quality of the disclosure process, helping make the product faster and more accessible for smaller transactions.
Designed to move at the pace of your transaction.
M&A transactions move quickly. Insurance needs to keep up.
BMS Incept uses a streamlined underwriting process that can allow cover to be placed within 24 hours of receiving the completed application form. Cover can also be arranged after completion, giving sellers greater flexibility around when protection is put in place.
The process is deliberately straightforward:
01. Talk to BMS
Send us the details of the proposed transaction.
02. Receive indicative terms
For quotable risks, the insurer will provide an indicative rate, policy wording and application.
03. Complete the application
Provide the information required for underwriting.
04. Put protection in place
Once the application has been reviewed, the insurer can provide an updated, bindable policy.
While BMS Incept is designed to insure the seller, its structure can also provide benefits to the buyer. The buyer can be named as a loss payee, meaning that when an insured claim is settled, proceeds can be paid directly to them. This may help sellers negotiate a reduction – or potentially the removal – of an escrow or holdback arrangement. For sellers, that can mean greater access to sale proceeds and increased certainty after completion. For buyers, it provides an insurance-backed route to recovery for covered warranty claims.
*Subject to the basket/threshold within the acquisition agreement being 0.5% of enterprise value or greater. A separate deductible applies for costs and expenses.
Maximum enterprise value
Maximum policy limit
up to 7 years policy period
Minimum Premium
Policy fee range is £500-£2,500
Deductable, subject to policy terms*
A successful transaction should give you the freedom to move forward.
BMS Incept combines specialist M&A expertise with a streamlined insurance solution designed specifically for smaller transactions – helping protect the value you've created and giving you greater certainty over what comes next.
BMS incept is not an exclusive product available solely to BMS and is available through other insurance brokers. [
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