WRBC Corporate Member Ltd v AXA XL Syndicate Ltd: Covid cancellation losses and the meaning of "event" in reinsurance aggregation clauses

In a significant commercial court decision handed down on 23 April 2026, Mr Justice Waksman resolved a $61 million dispute between reinsured WRBC Corporate Member Limited and a group of reinsurers over 174 Covid-related contingency losses arising from cancelled conferences and similar gatherings across seven jurisdictions in the United States and England.

The central question was deceptively compact: what did the word "event" mean in the limits clause of two multi-line excess of loss reinsurance treaties? That single word determined whether WRBC could aggregate losses by jurisdiction — applying one $1 million deductible per group — or whether each of the 174 cancellations attracted its own deductible, extinguishing most of the claims entirely.

The Limits Clause provided cover for losses "arising out of one event." WRBC argued that "event" carried its ordinary causal meaning in reinsurance: a causative occurrence, here the Covid-related government measures that prohibited large gatherings. The reinsurers contended that "event" imported the definition of "Any One Event" from the Class B Definitions section — namely, "any one Conference or Exhibition or Convention or any other Event accepted by the Reinsured." On that reading, each cancelled conference was its own event and the $1 million deductible applied separately to each.

Waksman J found in favour of WRBC on the construction issue, and did so without needing to reach the factual matrix arguments. Applying the principles in FCA v Arch [2021] UKSC 1 and adopting the reasoning of Popplewell LJ in Sky UK Ltd v Riverstone Managing Agency Ltd [2024] EWCA Civ 1567, the judge confirmed that "arising out of one event" is a "classic term for aggregation of losses by reference to the cause of the losses." The absence of the full capitalised phrase "Any One Event" in the Limits Clause was significant; where the parties intended to invoke a defined term, they had done so expressly — as with "Any One Risk."

The application of the AOE definition also produced a series of commercial absurdities. It would have rendered Layers 2 and 3 of the reinsurance largely inaccessible for Class B, the class most likely to generate multiple losses from a single catastrophe. It would have left parts of the Contingency class — including Mathematical Prize Indemnity and Failure to Survive — outside the definition entirely, creating arbitrary asymmetry within a single class. The Cross-Class Deductible Provision further undermined the reinsurers' case: its reference to a "loss event involving" multiple classes was plainly causal in character, and could not consistently be read alongside the AOE definition.

Whilst the contextual analysis — spanning placement submissions from 2015 to 2019, the structure of predecessor Aggregate and XL treaties, and contemporaneous broker correspondence — reinforced WRBC's position, Waksman J was clear that the textual analysis alone was sufficient.

Having resolved the construction point, the court turned to whether the specific losses in California and England arose from the particular measures WRBC relied upon. Following Stonegate Pub Co Ltd v MS Amlin [2023] and the Court of Appeal's endorsement of Butcher J's approach in Various Eateries v Allianz [2024], Waksman J applied a consistent framework: a significant (not proximate) causal connection was required; continuation or relaxation of restrictions could not constitute a separate causative event; and a measure that post-dated a cancellation could not have caused it.

In California, the judge rejected the argument that the state of emergency proclaimed on 4 March 2020 was sufficient as a standalone causative event. The 11 March announcement restricting gatherings over 250 persons and the 16 March order cancelling all non-essential gatherings were each distinct measures and could not be treated collectively as a single event. The vast majority of the 31 California claims were nonetheless allowed, with CA1 — the 11 March announcement — identified as an effective cause across most of them.

In England, Waksman J followed Butcher J's findings in Stonegate that the measures of 16 March, 21 March, 23 March and 26 March 2020 constituted separate occurrences, rejecting WRBC's combination argument. Measure E1 — the COBR announcement on 16 March — was identified as the effective causative event for the overwhelming majority of English claims, including the Gartner conference series, Wimbledon, and the British Eventing cancellations.

Of the 174 losses, the court allowed the vast majority, with most capable of aggregation within their respective jurisdictions.