진술보장보험의 활용과 보험금 지급책임 관련 법적 연구 -최근 영국 판례를 포함하여-

M&A transactions are complex structures. In particular, representations and warranties, where the seller discloses information about the target company and guarantees its truthfulness, are key elements of the share purchase agreement (SPA). The seller's liability for damages in the event of a breach of these representations and warranties poses potential financial risks to the parties. To effectively manage and mitigate these risks, the use of Warranty and Indemnity Insurance is expanding, particularly in advanced M&A markets. This paper systematically examines the concept, types, and basic structure of Warranty and Indemnity Insurance, highlighting the necessity of Warranty and Indemnity Insurance as a key tool for enhancing the efficiency and stability of M&A transactions. Furthermore, it provides an in-depth analysis of key contractual provisions, including claims and exclusion clauses, and the practical processes involved. In particular, two recent key UK court decisions, which laid out important guidelines for the scope of insurer compensation and the interpretation of terms and conditions related to representations and warranties, are examined. While legal issues related to Warranty and Indemnity Insurance have not yet emerged prominently in the domestic M&A market, demand for Warranty and Indemnity Insurance is expected to increase with the increasing activity in domestic M&A transactions. Therefore, it is necessary to proactively prepare for potential legal risks related to Warranty and Indemnity Insurance.