A Texas insurer wants out of a D&O policy, alleging the insured concealed that its majority owner is a convicted insurance-fraud felon.
That, in essence, is the story Texas Insurance Company tells in a declaratory judgment action filed on May 7, 2026, in the US District Court for the Southern District of Florida. The carrier is asking a federal judge to wipe out a Private Management Liability policy it issued to Miami-based Sun Africa, LLC, along with its additional named insured, UGT Renewables, LLC - and to confirm it owes nothing toward a Delaware Court of Chancery fight where the damages sought top $7 million.
The allegations, which have not been tested in court, paint a picture familiar to any underwriter who has ever wished they had asked one more question.
According to the filing, Sun Africa signed its application on April 17, 2025. It listed two shareholders - Robert J. Berman at 28 percent and Nikola Krneta at 73 percent. The insurer says the real picture looked nothing like that. There were three members, not two. Abacus Energy Investments LLC actually held the controlling 51.25 percent stake. Krneta's entity, Mainstream, held just 21.25 percent. And when asked whether any key executives - chairman, president, CEO or CFO - had changed in the previous 12 months, the application answered "no."
The insurer says that answer also missed the mark.
The name the application never mentioned, according to Texas Insurance, is Goran Rajsic. The carrier alleges Rajsic controls Denou, the sole owner of Abacus, and had been calling himself Sun Africa's "majority shareholder" in correspondence in February 2025. He is also, the filing alleges, a convicted felon who pleaded guilty in Illinois to forgery and insurance fraud and served prison time. His insurer Valley Forge won a roughly $3.25 million judgment against him under the Illinois Insurance Fraud Act - a debt later ruled non-dischargeable in his Chapter 7 bankruptcy.
For coverage professionals, the dispute hinges on familiar language. The policy's Application Clause says it "is issued in reliance upon the truth and accuracy of the Application," and that misrepresentations materially affecting the risk render the policy "void ab initio." Knowledge of the CEO, a functional equivalent, or anyone signing the application is imputed to all insureds other than team members.
Texas Insurance is also leaning on the Insured vs. Insured exclusion, which bars claims brought by or on behalf of an insured organization or a team member. The Chancery action was filed by Mainstream, the Berman Trust, Krneta and Berman - all alleged executives or members of Sun Africa and UGT - and the insurer argues none of the carve-outs rescue coverage. It adds that Abacus is neither a named insured nor a subsidiary, and points to the policy's personal profit and illegal conduct exclusion as a further bar to any recovery tied to Rajsic.
The allegations remain just that. The defendants have not yet filed a response, and no court has ruled. But the filing is a sharp reminder of why beneficial-ownership and change-of-control questions on a D&O application are worth a second, slower read.
