Admission to membership

Categories of membership

1. The categories of membership of the Society shall be – 

(a) underwriting membership; and 

(b) non-underwriting membership.

Membership Byelaw, paragraph 1

2. The Council may create such classes of membership within either category as it may think fit, may vary, merge or abolish any classes so created and may make such provision as it may think fit for the transfer of members between the two categories and between classes so created.

Membership Byelaw, paragraph 2

3. Within the category of non-underwriting membership, there shall be a class of members called non-underwriting working members.

Requirements made under the Membership Byelaw, paragraph 1

4. The criteria for eligibility to be a non-underwriting working member are that the non-underwriting working member –

(a) that the individual is not an underwriting member; and

  (i) that the individual occupies himself principally with the conduct of business at Lloyd’s by a Lloyd’s broker or an underwriting agent; or

  (ii) that the individual has gone into retirement but immediately before his retirement occupied himself principally with the conduct of business at Lloyd’s by a Lloyd’s broker or an underwriting agent;

(b) that the individual was nominated (in accordance with such procedures as the Secretary to the Council may from time to time prescribe) to be a non-underwriting working member for a period of one year by the chairman or chief executive officer of a Lloyd’s broker or an underwriting agent on behalf of that firm as one of the firm’s annual allocation of non-underwriting working members; 

(c) in the case of an individual nominated under [sub-paragraphs (a)(i) and (b)] above on behalf of an underwriting agent, at the time of that nomination the individual was –

  (i) the chairman of that underwriting agent;

  (ii) in the case of a managing agent, an active underwriter of a syndicate managed by that managing agent;

  (iii) an executive director of that underwriting agent;

  (iv) a person who works for that underwriting agent provided that the individual had worked for an underwriting agent or Lloyd’s broker for a period or periods in aggregate of at least 5 years prior to his nomination; or

  (v) an executive director of a parent company of the underwriting agent’s

(d) in the case of an individual nominated under [sub-paragraphs (a)(i) and (b)] above on behalf of a Lloyd’s broker, at the time of that nomination the individual was –

  (i) the chairman of that Lloyd’s broker;

  (ii) an executive director (or equivalent within a limited liability partnership) of the Lloyd’s broker;

  (iii) a person who works for that Lloyd’s broker provided that the individual had worked for an underwriting agent or Lloyd’s broker for a period or periods in aggregate of at least 5 years prior to his nomination; or

  (iv) an executive director (or equivalent within a limited liability partnership) of a parent company of the Lloyd’s broker

For the purposes of the criteria set out above –

(a) “parent company” shall have the meaning given at section 1162 of Companies Act 2006 or its equivalent in the context of a Limited Liability Partnership;

(b) an individual shall remain eligible to be registered as a non-underwriting working member for the period in respect of which he was nominated notwithstanding that following nomination he left the position in respect of which he was nominated;

(c) an individual shall cease to be eligible to be a non-underwriting working member at the end of the period for which he was nominated unless he is validly re-nominated; and

(d) a firm’s annual allocation of non-underwriting working members shall be calculated as follows –

  (i) each Lloyd’s broker shall be entitled to nominate 1 individual eligible for nomination under [sub-paragraphs (a)(i) and (d)] above plus 1 additional such individual for each £200,000,000 (or part thereof) of calendar year premium placed at Lloyd’s through its settlement number in the year prior to nomination plus 1 individual eligible for nomination under [sub-paragraph (a)(ii)] above;

  (ii) subject to (iv) below each managing agent shall be entitled to nominate a minimum of 3 individuals eligible for nomination under [sub-paragraphs (a)(i) and (c)] above plus 1 additional such individual for each £50,000,000 (or part thereof) of aggregate syndicate capacity under its management in the year of nomination plus 1 individual eligible for nomination under [sub-paragraph (a)(ii)] above;

  (iii) each members’ agent shall be entitled to nominate a minimum of 3 individuals eligible for nomination under [sub-paragraphs (a)(i) and (c)] above plus 1 additional such individual for each £50,000,000 (or part thereof) of the aggregate of members’ syndicate premium limits for each member for which they act in the year of nomination plus 1 individual eligible for nomination under [sub-paragraph (a)(ii)] above;

  (iv) each managing agent that solely manages run-off syndicates shall be entitled to nominate a minimum of 3 individuals eligible for nomination under [sub-paragraphs (a)(i) and (c)] above plus 1 additional such individual for each £50,000,000 (or part thereof) of aggregate syndicate capacity under its management in the year prior to nomination plus 1 individual eligible for nomination under [sub-paragraph (a)(ii)] above.

(e) a firm’s annual allocation of non-underwriting working members shall be calculated as at the allocation record date determined by the Secretary to the Council.

Requirements made under the Membership Byelaw, paragraph 2


Eligibility for membership

1. Subject to [2. below], either an individual, a body corporate (including a limited liability partnership) or a Scottish limited partnership shall be eligible to be a member of the Society.

Membership Byelaw, paragraph 3

2. No individual shall be eligible to be an underwriting member other than an individual who was admitted as an underwriting member on or before 6 March 2003 and who has at all times since ceasing to be an underwriting member been a non-underwriting member.

Membership Byelaw, paragraph 4

3. A. Every candidate applying to be a member of the Society shall be either:

a) a company incorporated with limited liability under the laws of England & Wales or Scotland; or

b) a limited liability partnership incorporated under the Limited Liability Partnerships Act 2000 (LLP).

B. Every candidate shall be capable of complying with section 8(1) of the Lloyd’s Act 1982, which requires that a member shall be a party to a contract of insurance underwritten at Lloyd's only if it is underwritten with several liability, each member for their own part and not one for another, and if the liability of each member is accepted solely for their own account.

C. A candidate which is a company shall comply with the provisions set out in Application requirements and documentation: Company applicants.

D. A candidate which is a LLP shall comply with the provisions set out in Application requirements and documentation: LLP applicants.

Membership & Underwriting Conditions and Requirements, paragraph 1.1

Application for Admission

1. Any person that wishes to be admitted as a member of the Society (a “candidate”) may apply to the Council for admission.

Membership Byelaw, paragraph 5

2. Applications for admission shall be made in accordance with such procedures and shall be accompanied by such documents and information as the Council may from time to time prescribe.

Membership Byelaw, paragraph 6

3. The Council may require a candidate to execute and deliver or otherwise become party to any form of deed, undertaking, contract or other document or instrument that it may from time to time prescribe.

Membership Byelaw, paragraph 7

Retention of professional advisers

Every applicant shall, prior to the making of its application for membership of the Society, have retained the services of a Legal Adviser, an Auditor and a Members’ Agent.

Membership & Underwriting Conditions and Requirements, paragraph 1.2

Application process

1. A. The application process comprises:

 Stage 1 – the deadline for which is specified in paragraph C below; and

 Stage 2 – the deadline for which is specified in paragraph D below.

The application and supporting documentation required to be submitted to the Council for each stage is set out in Appendix 1, at Application Documentation – companies and Application Documentation – all corporate candidates  (in respect of an applicant which is a company) and at Application Documentation – LLPs and Application Documentation – all corporate candidates (in respect of an applicant which is a LLP). 

B. With effect from the date on which the specific Lloyd’s Stage 1 forms to be completed as part of the application are available on an online portal, the forms must be completed and submitted to the Society electronically via the portal.

C. Stage 1 documentation for every application for membership of the Society and for permission to underwrite insurance business at Lloyd’s shall be submitted to the Council no later than three months prior to the intended underwriting start date, or by such later date as the Council may permit.

D. Stage 2 documentation shall be submitted to the Council no later than one month prior to the intended underwriting start date, or by such later date as the Council may permit.

E. Every candidate in which interests are held by one or more US persons shall duly complete and provide, or procure the provision of, to the Society such additional declarations, documents and forms in relation to the application of the United States securities laws as the Council may require.

F. Every candidate shall:

 a) to the extent that it applies, comply with, or ensure is complied with, the requirements of Part 25 of the Companies Act 2006 (as amended) for the registration of each charge created by its execution of, or by its becoming party to or otherwise, any deed or other document in connection with its proposed activities as an underwriting member of the Society; and

 b) if the candidate's Lloyd's deposit or Lloyd's life deposit has been provided by another person to whom Part 25 of the Companies Act 2006 (as amended) applies (except insofar as that Lloyd's deposit or Lloyd's life deposit consists of a LOC or Guarantee), procure that other person to comply with, or ensure is complied with, the requirements of Part 25 of the Companies Act 2006 (as  amended) for the registration of each charge created by that other person’s execution of, or by its becoming party to or otherwise, any deed or other document in connection with the candidate’s proposed activities as an underwriting member of the Society.

Membership & Underwriting Conditions and Requirements, paragraph 1.3


Admission criteria

Criteria for deciding whether a candidate is suitable to be admitted to the membership of the Society

2. In deciding whether a candidate which is a body corporate is suitable to be admitted as a member the Council shall have regard to the following criteria and all other relevant matters –

 a. the competence, reputation, character and suitability of each of the directors of the body corporate;

 b. the collective suitability of the board of directors of the body corporate and of each of its committees;

 c. the competence, reputation, character and suitability of the officers and staff of the body corporate;

 d. the competence, reputation, financial standing, character and suitability of any controller of the body corporate;

 e. the competence, reputation, financial standing, character and suitability of any connected company of the body corporate; 

 f. the competence, reputation, character and suitability of any director of or partner in any controller of the body corporate;

 g. the competence, reputation, character and suitability of any director of or controller of a connected company of the body corporate;

 h. the adequacy of the capital of the body corporate; and

 i. the location of the accounting and other records of the body corporate.

Requirements made under the Membership Byelaw, paragraph 3

In deciding whether a candidate which is a Scottish limited partnership is suitable to be admitted as a member the Council shall have regard to the following criteria and all other relevant matters –

 a. the competence, reputation, character and suitability of each of the directors of any general partner;

 b. the collective suitability of the board of directors of the general partner and each of its committees;

 c. the competence, reputation, character and suitability of the officers and staff of the Scottish limited partnership;

 d. the competence, reputation, financial standing, character and suitability of any controller of the Scottish limited partnership or any general partner;

 e. the competence, reputation and financial standing, character and suitability of any connected company of the Scottish limited partnership or any general partner; 

 f. the competence, reputation, character and suitability of any director of or partner in any controller of the Scottish limited partnership or any general partner;

 g. the competence, reputation, character and suitability of any management company;

 h. the competence, reputation, character and suitability of any director of or controller of a connected company of the Scottish limited partnership or the general partner;

 i. the adequacy of the capital of the Scottish limited partnership and any general partner; and

 j. the location of the accounting and other records of the Scottish limited partnership and any general partner.

Requirements made under the Membership Byelaw, paragraph 4

Conditions and Requirements for admission of corporate candidates to membership of the Society 

2. At any time after receiving an application, the Council may, in connection with its consideration of the application, make enquiries of or consult with any person as it thinks fit. The Council may also require the candidate or any of the directors or employees of or partners in any such candidate to –

 (i) provide information, documents, books, records and other materials;

 (ii) answer questions;

 (iii) attend before the Council

Membership Byelaw, paragraph 8

Admission

1. The Council may consider applications for admission as a member and grant or refuse any such application.

Membership Byelaw, paragraph 9

2. The Council may admit a candidate as a member either indefinitely or for such period as it may specify and subject to such conditions as the Council may specify.

Membership Byelaw, paragraph 10

3, The Council shall not admit a candidate as a member unless the person has demonstrated to the Council’s satisfaction that it is suitable to be a member. In deciding whether a person is suitable to be a member, the Council shall have regard to such criteria as it may from time to time prescribe and may have regard to any other matter which, in the opinion of the Council, should be taken into account in deciding whether a candidate is suitable to be a member.

Membership Byelaw, paragraph 11

Ownership and control

1. No person shall, without the prior written consent of the Council, be a controller of a corporate member.

Membership Byelaw, paragraph 12

2. The Council may, at the time of admitting of a candidate as a corporate member or when a person becomes a controller of a corporate member, require a controller of the corporate member to execute and deliver or otherwise become a party to such deeds, contracts, guarantees, undertakings and such other documents as the Council may reasonably prescribe.

Membership Byelaw, paragraph 13

Register of members

1. The Council may at any time revise the register kept by it under Schedule 1 to Lloyd’s Act 1982 by adding to the register the name of a person who is admitted as, or deleting from the register the name of a person who ceases to be, a member of the Society or by transferring the name of a member from one part of the register to the other.

Membership Byelaw, paragraph 14

2. The consideration and determination of any objection lodged by a member about his or another member's classification in the register, and the hearing and determination of any appeal from the determination of that objection, shall be undertaken in accordance with arrangements made by the Council, using such procedures as the Council shall think fit.

Membership Byelaw, paragraph 15

Direct Corporate Participants

A. Under paragraph 5. in Underwriting, every member must appoint and retain a Members’ Agent unless the Council otherwise consents. A member (other than an individual member) may apply for consent not to have a Members’ Agent. In order for the Council to consider whether to grant consent, the member must demonstrate that they have, or have access to, the knowledge and resources necessary to manage all aspects of membership of the Society and to discharge all the responsibilities of a member.

B. A member that successfully applies for consent under 5. in Underwriting is referred to as a Direct Corporate Participant (DCP). Consent may be withdrawn at any time if the Council considers that it is no longer appropriate.

Membership & Underwriting Conditions and Requirements. paragraph 1.4

Power of Attorney

No member shall underwrite insurance business at Lloyd’s unless they have executed a power of attorney in the form for the time being prescribed by the Council relating to the carrying on of insurance business of all classes and matters incidental thereto in jurisdictions outside the United Kingdom.

Membership & Underwriting Conditions and Requirements, paragraph 1.5