STATE OF CONNECTICUT

Transcription

1 STATE OF CONNECTICUT INSURANCE DEPARTMENT ORDER ADOPTING REPORT OF EXAMINATION I, Katharine L. Wade, Insurance Commissioner of the State of Connecticut, having fully considered and reviewed the Examination Report (the "Report") ofr.v.i. America Insurance Company (the "Company") as ofdecember 31, 2015, do hereby adopt the findings and recommendations contained therein based on the following findings and conclusions. TO WIT: 1. I, Katharine L. Wade, Insurance Commissioner of the State of Connecticut, and as such is charged with the duty of administering and enforcing the provisions of Title 38a of the Connecticut General Statutes ("C.G.S."). 2. The Company is a domestic insurer authorized to transact the business of insurance in the State of Connecticut. 3. On December 28, 2016, the verified Report of the Company was filed with the Connecticut Insurance Department (the "Department"). 4. In accordance with C.G.S. 38a-14(e)(3), the Company was afforded a period of thirty (30) days within which to submit to the Department a written submission or rebuttal with respect to any matters contained in the Report. 5. On January 5, 2017, the Company notified the Department of certain responses and comments relating to matters contained in the Report. 6. Following review of the Report, it was deemed necessary and appropriate to modify the Report. A copy of the Report is attached hereto and incorporated herein as Exhibit A. P.O.Box816 Hartford,CT An Equal Opportunity Employer

2 NOW, THEREFORE, it is ordered as follows: 1. That the Report of the Company hereby is adopted as filed with the Department. 2. That the Company shall comply with the recommendations set forth in the Report, and that failure by the Company to so comply shall result in sanctions or administrative action as provided by Title 38a of the C.G.S. Dated at Hartford, Connecticut, this 6th day of January, ~l.wtj-l Katharine L. Wade Insurance Commissioner

3 Exhibit A EXAMINATION REPORT OF R.V.I. AMERICA INSURANCE COMPANY (NAIC #23132) ASOF DECEMBER 31,2015 BY THE CONNECTICUT INSURANCE DEPARTMENT

4 TABLE OF CONTENTS Salutation Scope of Examination History Organizational Chart Management and Control Related Party Agreements Insurance Coverages Territory and Plan of Operation Reinsurance Information Technology Controls Accounts and Records Financial Statements Assets Liabilities, Surplus and Other Funds Statement of Income Loss and Loss Adjustment Expenses Unearned Premium Reserve Common Capital Stock Gross Paid in and Contributed Surplus Unassigned Funds (Surplus) Conclusion Signature

5 December 9, 2016 The Honorable Katharine L. Wade Commissioner of Insurance State of Connecticut Insurance Department 153 Market Street Hartford, Connecticut Dear Commissioner Wade: In compliance with your instructions and pursuant to the requirements of Section 38a-14 of the General Statutes of the State of Connecticut (CGS), the undersigned has made a financial examination of the condition and affairs of the R.V.I. AMERICA INSURANCE COMPANY (hereinafter referred to as the Company or RVIA), a corporation with capital stock, incorporated under the laws of the State of Connecticut and having its statutory home office and its main administrative office located at 201 Broad Street, Stamford, Connecticut. The report on such examination is submitted herewith. SCOPE OF EXAMINATION The previous examination of the Company was conducted by the Financial Regulation Division of the Connecticut Insurance Department (Department), as of December 31, The current examination, which covers the period from January 1, 2011, to December 31, 2015, was conducted at the statutory home office of the Company. As part of the examination planning procedures, the Department reviewed the following materials submitted by the Company: Board of Director (Board) and Committee minutes from 2011 through the most current approved minutes in 2016; Statutory audit reports completed by the Company's independent certified public accountants, BDO USA, LLP (BDO) from 2011 through 2015; Management's Discussion and Analysis from 2011 through 2015; Statements of Actuarial Opinion from 2011 through 2015; and Annual Statements filed with the Department from 2011 through A comprehensive review was made of the financial analysis files and documents submitted to the Financial Analysis Unit of the Department, reports from the National Association of Insurance Commissioners (NAlC) database, as well as the independent audit reports, all of which indicated no material concerns with respect to financial condition or regulatory compliance issues.

6 Work papers prepared by BDO in connection with its annual statutory audit were reviewed and relied upon to the extent deemed appropriate. Baker, Tilly, Virchow, Krause, LLP (Baker Tilly) was engaged to provide Information Technology (IT) services to the Department. The examination was conducted on a full scope, comprehensive basis in accordance with the procedures outlined in the NAIC Financial Condition Examiners Handbook (the Handbook). The Handbook requires that we plan and perform the examination to evaluate the financial condition and identify prospective risks of the Company by obtaining information about the Company, including corporate governance, identifying inherent risks within the Company and evaluating system controls and procedures used to mitigate those risks. An examination also includes assessing the principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation, management compliance with the NAIC Accounting Practices & Procedures Manual and the NAIC Property and Casualty Annual Statement Instructions. All accounts and activities of the Company were considered in accordance with the risk-focused examination process. Comments in this report arc generally limited to exceptions noted or to items considered to be of a material nature. Failure of items in this report to add to totals or for totals to agree with captioned amounts is due to rounding. HISTORY RVIA was formed as a specially chartered Connecticut corporation during 1994 and became a licensed insurance company and commenced operations in the State of Connecticut on September 26, All outstanding shares of the Company are owned by R.V.I. America Corporation (Corp), a holding company organized on January 12, 1995, which is wholly-owned by R.V.I. Guaranty Co., Ltd. (RVIG), an insurance company incorporated in Bermuda. Throughout 2009 and until October 26, 2010, R.V.I. Investment Holdings Ltd. (Holdings) owned 50% of RVIG. Holdings was directly owned by S.Q. Insurance Holdings, N.Y., incorporated in the Netherlands, Antilles (SQ) which was wholly-owned by Quantum Industrial Partners, LDC (QIP), incorporated in the Cayman Islands. QIP owned the remaining 50% of the Company and indirectly owned 100%. In connection with a group restructuring in 2010, Holdings and SQ were liquidated and the shares of RVIG previously owned by Holdings were transferred to QIP on October 26, 2010, making it the owner of 100% ofrvig until November 17, 2010, when 100% of the outstanding shares of RVIG were transferred to Quantum Partners LP, Cayman Islands (QP). On July 1, 2013, R.V.l. America Insurance Company (formerly known as R.V.I. National Insurance Company) changed its name to R.V.I. America Insurance Company. Also on July 1, 2

7 2013, R.V.I. America Insurance Company merged into the Company, with the Company being the surviving entity. This transaction was recorded as a statutory merger whereby the stock of R.V.I. American Insurance Company was contributed to the Company and immediately cancelled. Corp, R.V.I. Services Co., Inc. (RVIS), Transition Services, Inc. (TSI), RVI Analytical Services, Inc. (RVIAS), and NxGen360, LLC are affiliates of the Company and ultimately owned 98% by QP and 2% by Douglas H. May, Chief Executive Officer, President and Director ofrvig. ORGANIZATIONAL CHART The fo11owing is a summary organizational chart of the Company and its parent and affiliated companies as of December 31, 2015: George Soros 1 Quantum Emerging Growth Partners, C.V. (Curacao) Quantum Partners LP (Cayman Islands) R.V.I. Guaranty Co., Ltd 2 (Bermuda) R.V.I. America Corporation (Delaware) NxGen360, LLC (Delaware) I 1 R.V.I. America Insurance Company (Connecticut) RVI Analytical Services, Inc. (Delaware) l Transitions Services, Inc. (Delaware) I R. V.I. Services Co., Inc. (Connecticut) 3

8 1 Mr. George Soros, his family and certain not-for-profit foundations founded and funded by Mr. Soros and his family ultimately hold directly or indirectly, a greater than 10% interest in Quantum Emerging Growth Partners, C.V.; however they do not participate in the management or control the policies of the Registrant. 2 As of September 16, 2014, Douglas H. May, Chief Executive Officer, President and Director of RVIG, purchased 2% of the common shares ofrvig from Quantum Partners L.P. MANAGEMENT AND CONTROL Shareholders Meetings The bylaws state that a meeting of the shareholders of RVIA shall be held each year at the principal office of the Company or at such other place either within or outside of Connecticut as determined by the Board and stated in the notice to shareholders during the first six months of the fiscal year. The purpose of such meeting is the election of the Board members and the transaction of such other business as may properly come before the meeting. Special meetings of the shareholders may be called by the president or the Board or as otherwise provided by law. In place of holding a meeting, the shareholders may, by their unanimous written consent, dispose of any matter or transact any business. Written or printed notice stating the place, day and hour of the meeting, and in the case of a special meeting, the purpose of or purposes for which the meeting is called, shall be given as provided by law. Board of Directors According to the bylaws, the affairs of the Company shall be managed by a Board. The number of directors shall be not less than one (1) or more than seven (7), as may be fixed by resolution of the Board or by the shareholders at each annual meeting. Douglas May was appointed the sole member of the Board in At each annual meeting of the shareholders, directors shall be elected to hold office until the next succeeding annual meeting. The Board may hold meetings, both regular and special, within or without the State of Connecticut. The Board shall hold at least one regular meeting per year. Special meetings of the Board may be called by or at the request of the president or the secretary. Committees The Board by resolution may designate two or more directors to constitute an executive committee or other committee of the Board. Any such committee shall have and may exercise the powers of the Board in the management of the business, property and affairs of the Company, as shall be provided by the bylaws or in the resolution of the Board constituting the committee. 4

9 The officers serving the Company at December 31, 2015, were as follows: Officer Rene Miguel Abdalah Ronald Bracchi Elizabeth Shepard Lutes Christopher John Delage Daniel Patrick Egan Wei Fan Edward Patrick Flynn David Andrew Klanica Sharon Nowell McKenna Douglas Heller May Michael Patrick McGroarty Roger Raymond Morin John Napierkowski John Lamar O'Bryan Darrel Mark Seife Senior Vice President Vice President and ChiefTechnology Officer Senior Vice President, Human Resources Assistant Vice President Executive Vice President and Chief Risk Officer Senior Vice President Vice President Chief Financial Officer, Executive Vice President and Treasurer Vice President Chief Executive Officer and President Executive Vice President, General Counsel and Secretary Vice President Vice President Senior Vice President Vice President, Senior Counsel and Assistant Secretary RELATED PARTY AGREEMENTS The Company has the following intercompany agreements in place: Expense Allocation Agreement The Company has an Expense Allocation Agreement with Corp, RVIS, RVIAS, and TSI whereby the Company allocates all expenses related to joint occupancy of the shared space and shared services in a manner that is fair and equitable. Intercompany transactions that occurred in 2015 were either related to reinsurance agreements between the Company and RVIG or the reimbursement for direct expenses paid by (for) its affiliates. The Company also allocates 81.25% of its overhead as reflected in its "other underwriting expenses" to RVIG. All outstanding intercompany balances are settled within 90 days. Tax Allocation Agreement The Company's federal income tax return is consolidated with RVIG and its affiliates (the Consolidated Group). The Consolidated Group participates in an agreement where the tax attributes of each subsidiary is determined as if each such subsidiary were filing a separate federal income tax return on a stand-alone basis. Each subsidiary will be paid the tax effect of any losses or credits such subsidiary provides to the consolidated return at such time as when the subsidiary generates the tax attribute. INSURANCE COVERAGES The Company is insured by a computer fraud and financial institution bond policy with coverage of $5 million for each liability and a $100,000 deductible with an aggregate coverage of $5 million. The coverage amount is greater than the minimum amount specified in the Handbook. 5

10 In addition to the computer fraud and financial institution bond policy, the Company maintains a business owners policy covering business property, EDP equipment and media, business liability, employee benefit liability, business income and extra expense and valuable papers/records, workers' compensation, employers' liability, commercial auto and general liability umbrella coverage, automobile coverage on borrowed vehicles, excess automobile coverage, directors and officers, employment practices, and employed lawyers. TERRITORY AND PLAN OF OPERATION RVIA is licensed as a property and casualty insurer and underwrites residual value insurance in all fifty states and the District of Columbia. The Company writes residual value insurance to provide support to manufacturers, financial institutions and leasing companies in asset financing transactions and to provide third party financial support that is often used to address regulatory and accounting issues. The residual value policy operates as an excess of loss policy. The Company offers residual value policy terms ranging from one to twenty-six years. The Company writes residual value insurance covering four primary physical asset classes: passenger vehicles; aircraft; commercial equipment (including rail, mining, construction and materials handling equipment); and commercial real estate. In addition, the Company occasionally insures equipment from the following asset classes: medical; computer; and other office technology products. RVIA markets business directly and through insurance brokers. REINSURANCE The Company's reinsurance program is predominantly with its parent, RVIG. Any other reinsurance is purchased on a facultative basis as deemed necessary based upon the Company's underwriting guidelines. The following is a summary of the significant reinsurance ceded agreements: The Company participates in a quota share reinsurance agreement with RVIG, whereby the Company cedes approximately 81.25% of each risk to RVIG. To the extent that the Company's net retained quota share percentage of 18.75% is greater than the lesser of $1.25 million or 10% of policyholder surplus, RVIG's quota share participation will increase proportionately. Pursuant to the reinsurance agreement, RVIG is required to pay its pro-rata share ofbrokers' commissions as well as a 30% ceding allowance to the Company. RVIG does not have any single risk limit. Nevertheless, because RVIG is not authorized in Connecticut, RVIG provides collateral that meets the statutorily mandated requirements and regulations for all reported reinsurance liabilities it assumes from the Company. INFORMATION TECHNOLOGY CONTROLS The Department engaged Baker Tilly to perfonn a review of IT controls in accordance with NAIC requirements as outlined in the Handbook's Exhibit C Part One- Information Technology 6

11 Planning Questionnaire (ITPQ), Part Two - Information Technology Work Program (Work Program), and the 6 step process contained in the Handbook. The NAIC's guidance for conducting an IT review for a small company or a company with a non-complex IT environment influenced the decision to perform a reduced scope examination, limiting reliance on controls. RVIA's responses to the ITPQ were reviewed, providing familiarity with the existing controls, policies and procedures established by the Company's IT area. The review of ITPQ and supporting documentation provided direction in the development of the work program and the subsequent review of the IT general controls environment. In performing the evaluation of IT controls the following systems were reviewed: Quest- Policy Administration and Claims Processing System; Sage 300 Premium- General Ledger, Accounts Receivable and Accounts Payable; and SQL Database- Reserving Loss Model- Reserving Calculations. Based on the review of Exhibit C and inquiry and observation, it was determined that controls were suitably designed with no material findings identified, but as mentioned above testing over control effectiveness was not performed and therefore the conclusion does not allow for reliance on IT general controls. ACCOUNTS AND RECORDS The Company utilizes the Sage 300 ERP general ledger, accounts receivable and payable software as the basis of financial statement reporting. The Quest system, developed internally by RVIG and implemented in 1996, is utilized for policy administration and claims processing. F AS Asset Accounting is utilized for asset accounting. Additionally the Company's investment manager, Conning Asset Management Company, processes the Company's investment transactions through the reporting and accounting software system, CAMRA. The Company utilized E-Freedom for preparation of its 2015 Annual Statement and statutory filings. General ledger account balances were reconciled and traced to the amounts reported in the annual statement for

12 FINANCIAL STATEMENTS The following statements represent the Company's financial position, as filed by the Company as of December 31, No adjustments were made to surplus as a result of the examination. ASSETS Nonadmitted Net Admitted Assets Assets Assets ;Bonds $90,977,983 $90,977,983 Stocks: Preferred stocks 1,046,600 1,046,600 Cash, cash equivalents and short-term investments 3,354,615 3,354,615 Investment income due and accrued 670, ,904 Premiums and considerations: Uncollected premiums and agents' balances in course of collection 1,853,251 $8,975 1,844,276 IN et deferred tax asset 4,792,677 1,139,070 3,653,607 Electronic data processing equipment and software 125,709 30,105 95,604 Furniture and equipment 6,619 6,619!Receivables from parent, subsidiaries and affiliates 3,322,965 3,322,965 Aggregate write-ins for other than invested assets 175, , Totals $106!326!210 $1,360!064 ll04,266,846 LIABILITIES, SURPLUS AND OTHER FUNDS Losses $100,000 Loss adjustment expenses 1,978,352 Commissions payable, contingent commissions and other similar charges 98,656 Other expenses (excluding taxes, licenses and fees) 13,044,613 rraxes, licenses and fees 222,749 Current federal and foreign income taxes 622,765 Unearned premiums 11,971,586 Ceded reinsurance premiums payable (net of ceding commissions) 3,813,364 Remittances and items not allocated 5,498 Total liabilities 31,857,583 Common capital stock 2,772,000 Gross paid in and contributed surplus 50,208,022 :Unassigned funds (surplus) 20,129,241 Surplus as regards policyholders 73,109,263 lfotals $1 04!966,846 8

13 STATEMENT OF INCOME UNDERWRITING INCOME Premiums earned $4,676,032 DEDUCTIONS Losses incurred (1,963,352 Loss adjustment expenses incurred 2,091,598 Other underwriting expenses incurred 3,034,178 [Total underwriting deductions 3,162,424!Net underwriting gain or (loss) 1,513,608 INVESTMENT INCOME Net investment income earned 1,688,562 Net realized capital gains or (losses) 7,212 Net investment gain (loss) 1,695,774 OTHER INCOME!Aggregate write-ins for miscellaneous income (1,720 rrotal other income (1,720 Net income before dividends to policyholders and before federal and foreign income taxes 3,207,662 Dividends to policyholders 0 Net income, after dividends to policyholders but before federal and foreign income taxes 3,207,662 Federal and foreign income taxes incurred 2,032,050!Net income 1,175,612 CAPITAL AND SURPLUS ACCOUNT Surplus as regards policyholders, December 31 prior year 70,547,199 tnet income 1,175,612 Change in net unrealized capital gains or (losses) less capital gains tax (21,800 Change in net deferred income tax 977,305 Change in nonadmitted assets 421,416 Change in provision for reinsurance 9,531 Change in surplus as regards policyholders for the year 2,562,064 Surplus as regards policyholders, December 31 current year $

14 LOSSES AND LOSS ADJUSTMENT EXPENSES (LAE) $2, The following items were included in the captioned account: Losses LAE $ 100,000 1,978,352 $2, UNEARNED PREMIUM RESERVE (UPR) $14, An independent consulting actuary was retained by the Company and appointed by the Board to render an opinion on the reasonableness of the reserve for outstanding losses, LAE and UPR. The Department performed a risk-focused actuarial analysis of these reserves and the pricing methodology of the Company, as of December 31, The Department's review was conducted based upon the prevailing principles of the Casualty Actuarial Society and the Standards of Practice as promulgated by the American Academy of Actuaries and the Handbook. The review included, but was not limited to, the following: the Company's 2015 Annual Statement; the 2014 and 2015 Statements of Actuarial Opinion (SAO); the 2014 and 2015 Actuarial Opinion Summaries; the 2014 and 2015 Actuarial Reports accompanying the SA 0; and selected pricing contracts. Reserving Risk Key actuarial financial reporting risks were reviewed and tested. As a result of the risk assessment process, the Department performed additional testing regarding reserve adequacy as it relates to the determination of a loss, LAE and UPR including assessing the appropriateness of the methodologies, assumptions and computations. The Department's review of these reserves was performed by reserving segment as depicted in the Actuarial Report and included qualitative reviews and recalculations as appropriate. Pricing/Underwriting Risk Key risks related to the pricing process were reviewed and tested. As a result of the risk assessment process, the Department performed additional testing of selected pricing contracts regarding the appropriateness of the methodologies and reasonableness of the assumptions and considered the usc of these pricing analyses by the underwriters. Conclusion Based upon the risk-focused assessment and the Department's review procedures, no material concems were noted which affected the Company's ability to manage its reserving and pricing/underwriting risk. 10

15 COMMON CAPITAL STOCK $ At December 31, 2015, there were 132,000 shares, no par value, authorized, issued, and outstanding. All shares are owned by Corp. GROSS PAID IN AND CONTRIBUTED SURPLUS $ During the period under examination there was an increase of $27,208,022 to this annual statement line due to the merger of RVIA into RVIN and an $11 million capital contribution in the form of cash and investments from Corp. UNASSIGNED FUNDS (SURPLUS) $ During the period under examination changes in this annual statement line were due to net mcome. CONCLUSION As of December 31, 2015, the Company reported admitted assets of $104,966,846, liabilities of $31,857,583, and surplus of $73,109,263. During the period under examination, admitted assets increased $3 7, 155,439, liabilities decreased $1,936,155, and surplus as regards policyholders increased $39,091,

16 SIGNATURE In addition to the undersigned, the following members of the Department participated in the examination: Mark Murphy, CFE; Lisa Pagliaro, AFE; Susan Pulaski, CPA; Kenneth Roulier, AFE, CISA, AES; Susan Gozzo-Andrews, FCAS, MAAA, RPLU+; and the professional services firm of Baker Tilly. I, Michael Daniels, CFE, do solemnly swear that the foregoing report on examination is hereby represented to be a full and true statement of the condition and affairs of the subject insurer as of December 31, 2015, to the best of my information, knowledge and belief. Respectfully submitted, Michael Daniels, CFE Examiner-In-Charge State of Connecticut Insurance Department State of Connecticut ss. )-/ cl.f t-ho.; d.--, County of Hartford Subscribed and sworn to before me,!fa~ ~ (Y). fy\ e/f,.,. P.( Notary Public on this (y'!±._ day of 'JA:l\Ma~, 201!1 MY COMMISSION EXPIRES JUN. 30,