Warranty-and-Indemnity Recovery Board Adviser

The mandate

Six months after buying a components manufacturer, the board learned that soil remediation may extend beyond the disclosed boundary and customer chargebacks relate to pre-completion production. Potential recovery sits across specific seller indemnities, general warranties, escrow and a warranty-and-indemnity insurance policy with different notice and loss rules. Executives are spending heavily while counsel preserves positions, yet the board lacks an integrated economic view.

The adviser will help directors distinguish cash-protection choices from legal merits reserved to counsel. Advice will connect event chronology, contractual route, covered loss, mitigation spend, accounting treatment, insurance process, counterparty collectability and business continuity. The mandate is not to promise recovery; it is to make trade-offs among evidence preservation, operational remediation, notification, settlement timing and stakeholder disclosure intelligible.

Working rhythm consists of a monthly special-committee meeting, fortnightly case conferences during active notice periods and a written recovery dashboard every four weeks. Three in-person sessions will cover the affected site, insurer conference and seller-counsel strategy. The audit chair may request short challenge calls when reserves, public reporting or settlement authority changes materially.

The adviser has no line or executive authority and cannot issue legal coverage views, direct remediation, set accounting reserves, notify counterparties, negotiate settlement or speak for the company. Management and retained counsel own those acts. The adviser can question whether costs are traced, scenarios are comparable and deadlines are visible, then record unresolved economic assumptions for directors.

The board appointment is for nine months and ends after the scheduled recovery review unless the committee approves a single extension of up to three months. Continued service depends on quarterly independence attestations. Relationships with seller groups, insurers, brokers, claims advisers, laboratories, remediation contractors, customers or litigation funders must be disclosed promptly; the committee decides recusal, information barriers or termination.

Why the board wants this voice

Legal teams assess enforceability, operators contain harm and finance estimates exposure, but no function owns the board’s combined recovery economics. Early expenditure and expiring notice windows make sequencing consequential. Independent transaction-claims experience can challenge optimistic proceeds, ensure mitigation evidence remains usable and help directors compare settlement certainty with longer recovery paths without displacing counsel.

What you will own

• Build an integrated chronology linking disclosed facts, discovery dates, notices, operational incidents, expenditure, loss emergence and contractual deadlines.
• Compare indemnity, warranty, escrow and insurance routes by trigger, cap, retention, exclusion, survival, proof burden and collectability.
• Challenge the loss bridge across remediation, customer chargebacks, business interruption, adviser cost, tax effect, mitigation and possible double recovery.
• Review whether invoices, samples, production records, customer correspondence and site evidence preserve attribution to pre-completion conditions.
• Frame cash, accounting, disclosure, continuity and relationship consequences under pursue, reserve, mediate, settle and litigate scenarios.
• Test recovery forecasts against policy process, seller credit, escrow release dates, defence control and realistic collection timing.
• Give the special committee concise option papers, open-assumption registers and decision records suited to later shareholder scrutiny.

Candidate qualifications

• Advised boards on material post-acquisition warranty, indemnity, escrow or transactional-insurance recoveries involving operational liabilities.
• Integrated legal route, financial loss, mitigation evidence, insurance process and counterparty credit without presenting legal opinion.
• Challenged environmental or product-liability quantification where attribution, timing and covered loss were contested.
• Understood accounting, disclosure and cash implications of uncertain claims while respecting auditor and management responsibilities.
• Helped directors evaluate settlement ranges, litigation duration and business disruption using transparent probability and collection assumptions.
• Maintained independence among insurers, brokers, sellers, claims specialists and counsel during confidential high-stakes recovery work.

Non-negotiables

• Can attend monthly Prague committees and all three planned site, insurer and strategy sessions.
• Will provide a complete conflict history covering seller, insurer, broker, customer, counsel and remediation counterparties.
• Brings transactional warranty or indemnity recovery at board level; ordinary insurance placement experience is insufficient.
• Will not offer legal opinions, claim authority, reserve approval, operational direction or guaranteed recovery outcomes.

1. 49 words maximum. Describe a post-acquisition loss that required choosing among indemnity, escrow and insurance routes.
2. 49 words maximum. Which evidence best separates covered historical loss from post-completion operating deterioration?
3. 49 words maximum. How have you challenged a recovery forecast without substituting for legal coverage advice?