SUPPLEMENTAL INDEPENDENT EXPERT REPORT OF PHILIP TIPPIN FIA In the matters of

Transcription

1 SUPPLEMENTAL INDEPENDENT EXPERT REPORT OF PHILIP TIPPIN FIA In the matters of ACE EUROPEAN GROUP LIMITED AND CHUBB INSURANCE COMPANY OF EUROPE SE AND CHUBB BERMUDA INTERNATIONAL INSURANCE IRELAND DESIGNATED ACTIVITY COMPANY AND IN THE MATTER OF PART VII OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 IN THE HIGH COURT OF JUSTICE DATED 27 MARCH KPMG LLP, a UK limited liability partnership, is a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative, a Swiss entity. All rights reserved.

2 Contents 1. INTRODUCTION 2 Purpose of the report 2 Use and limitations 2 Professional Guidance 2 Reliances 3 2. SUMMARY AND OVERALL CONCLUSIONS 4 Approach 4 Additional information considered 4 Findings 4 Conclusion 5 3. FURTHER INFORMATION CONSIDERED 6 Quantum and type of business transferring 6 Trading performance of Transfer Companies to 31 December Post-Transfers balance sheets and financial ratios 7 Consideration of capital cover ratio 8 Market developments 9 Exposure of the Transfer Companies to potential severe adverse stresses 10 Future intentions of Chubb with respect to levels of capital, operations, structure, cyber security and business mix 10 Pension Scheme Obligations 11 Implications of Brexit Referendum 12 Policyholder and other communications OVERALL CONCLUSIONS 14 APPENDIX LIST OF ADDITIONAL INFORMATION PROVIDED FOR SUPPLEMENTAL REPORT 15 1

3 1. Introduction Purpose of the report 1.1 I have prepared an Independent Expert report addressed to the High Court of Justice, England and Wales ( the UK Court ) dated 11 November 2016 ( the IE Report ). This describes the proposed transfers of the insurance and reinsurance business of Chubb Insurance Company of Europe SE ( CICE ) and Chubb Bermuda International Insurance Ireland Designated Activity Company ( CBII ) to ( AEGL ) and details my consideration of the impact of the proposed transfers on the security and levels of service received by the policyholders of CICE, CBII and AEGL. I am aware that the IE Report will also be used by the High Court in Ireland ( the Irish Court ) and the Royal Court of Jersey, for the transfers of the CBII business, and the CICE business that is written in Ireland and Jersey respectively. While my report is not addressed to these Courts, my conclusions also cover these sets of policyholders. I refer to the transfers of insurance and reinsurance business of CICE and CBII as the Transfers. I refer to CICE, CBII and AEGL as the Transfer Companies. 1.2 AEGL is a subsidiary of Chubb Insurance S.A/N.V and ACE European Holdings Limited as of 2 November 2016 and has branches in 20 different countries including a head office in the United Kingdom. Ace Limited acquired The Chubb Corporation in January 2016 and the group is now trading as Chubb Limited ( Chubb ) and based in Switzerland. Following the acquisition it has been proposed to consolidate operating companies within the European group structure. All companies involved in the transfers described in this report write solely non- Life business. In addition to the UK and Irish transfers a parallel transfer to AEGL is proposed in Jersey in respect of business written by CICE in Jersey. The transfers of businesses carried on in or from within Jersey must be approved by the Royal Court of Jersey. The IE Report is a report prepared by the Independent Expert in order to aid the UK and Irish Courts (collectively, the Courts ) in their deliberations. 1.3 This Supplemental Report ( Supplemental Report ) provides an update to the conclusions I set out in the IE Report in the light of the further information available to me, including consideration of further details of the capital effects on the reinsurance changes that were not confirmed at the time of submission of the IE Report, the potential implications to the Transfer Companies of Brexit, consideration of the trading performance of the Transfer Companies since 31 December 2015 and changes in the market environment in which they operate. I have also considered and reviewed the impact of AEGL s future intentions with respect to levels of capital, operations, structure, cyber security and business mix. Additionally, this report also provides my opinion on the questions and other communication received from any of the Transfer Companies policyholders. Use and limitations 1.4 I understand that copies of my Supplemental Report will be made available to the UK and Irish Court, the Royal Court of Jersey, the PRA and the FCA (the relevant UK financial regulators), the Central Bank of Ireland, the Jersey Financial Services Commission and the Boards of Directors of the Transfer Companies. It will also be made available to policyholders and other members of the public as required by the relevant legislation and will be made available on the websites and ahead of the final hearing, which is scheduled for 3 April This Supplemental Report should be read in conjunction with the IE Report, as reading this report in isolation may be misleading. All abbreviations and technical terms used in this report have the same meaning as in the IE Report. For the avoidance of doubt, all limitations described in the IE Report including but not limited to those set out in sections 1.20 to 1.24, apply equally to this Supplemental Report. The glossary of terms and definitions used for this Supplemental Report can be found in Appendix 5 of the IE report. Professional Guidance 1.6 This report has been prepared in accordance with the guidance set out in Part 35 of the Civil Procedure Rules and the accompanying practice direction, including the protocol/guidance for 2

4 the instruction of experts to give evidence in civil claims (2014) issued by the Civil Justice Council. This report also complies with the guidance for transfer reports set out in the Statement of Policy issued by the PRA in April 2015 entitled The Prudential Regulation Authority s Approach to Insurance Business Transfers and in Chapter 18 of the FCA Supervision Handbook, in particular, sections to inclusive, regarding the content and considerations of the report. 1.7 In preparing this report I have taken into account the requirements of the Technical Actuarial Standards ( TASs ) issued by the Financial Reporting Council. The TAS Standards which apply to the work performed in preparing this report are Transformations, Modelling, Data, Insurance and Reporting Actuarial Information. In my opinion, there are no material departures from any of these TASs in my performance of this work and this report. 1.8 I understand that my duty in preparing my report is to help the UK and Irish Courts on all matters within my expertise and that this duty overrides any obligations I have to those instructing me and/or paying my fee. I confirm that I have complied with this duty. Reliances 1.9 Whilst I have been assisted by my team, the report is written in the first person singular and the opinions expressed are my own I have not sought independent verification of data and information provided to me by the Transfer Companies, nor does my work constitute an audit of the financial and other information provided to me. Where indicated, I have reviewed the information provided for reasonableness and consistency and with the benefit of my experience this has not raised any concerns. I note that the information has been provided to me by members of the senior management of the Transfer Companies or by responsible senior professionals from the Transfer Companies advisors I have met in person or conducted conference calls with representatives of the Transfer Companies to discuss the information provided to me. This includes the legal advisers and the tax advisers to the Transfers, where appropriate. Where critical pieces of information have been provided orally, I have requested and received written confirmation. A schedule of the additional information I have considered is listed in the Appendix. 3

5 2. Summary and overall conclusions Approach 2.1 I have sought and received from the Transfer Companies additional information in order to consider whether any event or change in circumstances has occurred which would cause me to alter the conclusions expressed in the IE Report. The information I have requested has been selected based on my knowledge of developments in the general insurance industry and also from the wider economic environment which I consider likely to have a direct or indirect impact on the Transfer Companies. The areas I have considered include: Whether the analysis I performed in preparing the IE Report still points to the same conclusion given the most recent financial and economic information available. Any changes in the Transfer Companies business. Potential operational and structural changes to the Transfer Companies and Chubb. Current issues in the insurance industry, including any changes in regulation, legal environment and litigation that could affect the Transfer Companies. Relevant communications received from policyholders relating to the proposed Transfers. Whether the key assumptions made in forming my conclusions (described in section 2.8 of the IE Report) still apply in practice. Having received additional information I have then considered what impact, if any, this would have on the findings of the analysis I performed in order to form my opinion expressed in the IE Report. Additional information considered 2.2 I have received information including but not limited to: Findings Updated financial information including the trading performance of each Transfer Company in the twelve months to 31 December Updated capital requirements and available capital metrics under the Solvency II regime for the Transfer Companies. I note that due to the time period in which this report needed to be produced, this information is unaudited. I have discussed this information with senior management within the Transfer Companies, and where appropriate, requested additional information or written confirmation. A list of additional information received is contained in the Appendix to this report. 2.3 The findings of my report are summarised below and for the avoidance of doubt apply equally to those policyholders affected by the Jersey transfer. Having considered the additional information requested from the Transfer Companies and developments occurring in the wider economic and insurance industry environment I find that: Both the economic and financial condition of the Transfer Companies as at 31 December 2016, being the most recent reviewed (though not audited) information available, is, for the purposes of analysing the impact of the Transfers on each affected policyholder group, substantially the same as that considered in the IE Report. I can thus identify no impact on the overall conclusion within the IE Report arising from such changes as have occurred. I have considered the results of updated scenario testing which assesses the potential impact on the financial security of CICE and CBII policyholders before and after their 4

6 Conclusion transfers to AEGL. This analysis was carried out as at 31 December 2016 and is described in more detail in section 3.6. As a consequence of this additional testing I have not identified any changes to the findings set out in section 6 of the IE Report which would cause me to revise my opinion on the impact of the transfers on AEGL, CICE or CBII policyholders. Since issuing my IE Report, there are no matters relevant to the Transfers arising from the nature of business underwritten by the Transfer Companies. The managements of the Transfer Companies have confirmed to me that there has been no change in the intentions with regard to any of the operations, levels of capital, cyber security or mix of business written by the Transfer Companies after the Transfers has completed. There has been a small change to the post-transfer structure which I have highlighted in section 3.8 and which does not change my opinion. As such I have not identified any intentions that would cause me to revise the conclusions of my analysis of the effects of the Transfers. Since issuing my Report, there are no further implications arising from the UK Government s response to the Brexit referendum that would cause me to revise my opinion in regard to the Transfers. I have reviewed summaries of the correspondence received from policyholders. No matters have been drawn to my attention as a result of communications received from policyholders or other relevant parties that would cause me to revise my analysis of the effects of the Transfers. I will communicate to the Courts in the event that material changes occur that require adjustments to my findings between the date of this report and the final hearing. Further detail on the reasoning supporting my findings above is contained in section 3 of this report. 2.4 I have considered the Transfers and its likely effect on each of the affected policyholder groups. I have concluded that the risk of any policyholder being adversely affected by the proposed transfers is sufficiently remote for it to be appropriate to proceed with the proposed Transfers as described in the IE Report. Philip Tippin Fellow of the Institute and Faculty of Actuaries Partner, KPMG LLP 5

7 3. Further information considered Quantum and type of business transferring 3.1 In sections 3.15 to 3.21 of the IE Report I consider the business that is proposed to transfer to AEGL. In particular I consider business that can generate particularly uncertain and long-tailed liabilities from Periodic Payment Orders ( PPOs ) and Asbestos, Pollution and Health Hazard ( APH ) claims. I have updated the tables in 3.15 and 3.21 of the IE Report to show the figures regarding the open claim volumes transferring to AEGL. Reserve and in-force policy information is again provided for all Transfer Companies in order to give perspective on the size of the entities involved. Transfer Companies' Business Profile 31/12/2016 Original IE Report AEGL CICE CBII Gross Claims Reserves ( ms) 4,924 1, Net Claims Reserves ( ms) 2,195 1, Number of open claims (excluding AEGL) 29, Gross Claims Reserves ( ms) 4,564 1, Net Claims Reserves ( ms) 2,115 1, Number of open claims (excluding AEGL) 29, Source: Management The reserves transferring to AEGL as a proportion of the existing reserves are not materially different from the proportions at the time of the IE Report, and the number of claims transferring remain similar to those shown in the IE Report. The number of in force policies also remain substantially the same as those in the IE Report. I have also updated the table in 3.21 in order to consider the PPO and APH liabilities specifically. Transfer Companies' Risk Mix Business Profile Gross AEGL CICE AEGL CICE Claims Reserves ( m) 4,924 1,768 2,195 1,472 PPO Reserves ( m) APH Reserves ( m) PPO Reserves (% of total) 0.9% 0.4% 0.1% 0.4% APH Reserves (% of total) 2.1% 0.5% 0.3% 0.5% PPO Reserves (% of total) - Original IE Report 1.0% 0.4% 0.2% 0.4% APH Reserves (% of total) - Original IE Report 1.9% 0.6% 0.3% 0.6% Source: Management Net The proportion of APH and PPO reserves both transferring to AEGL and within AEGL are broadly the same as those at the time of the IE report. I am not aware of any market or regulatory changes since the IE Report that should affect the value of known APH or PPO claims. I note that developments discussed in section 3.6 below could reduce the propensity for PPO claims across each Transfer Company s portfolio. As such I see no need to reconsider any of my assumptions based on this updated information. Trading performance of Transfer Companies to 31 December I have been provided with the financial results and updated GAAP and SII balance sheet information for each of the Transfer Companies to 31 December I have reviewed this information in order to identify if there has been a material change in the financial position of 6

8 any of the Transfer Companies, and to satisfy myself that the financial information I have used in my consideration of the impact of the Transfers continues to be an appropriate base on which to form an opinion. I note that: The financial performance of the Transfer Companies over the twelve months to 31 December 2016 is consistent with my understanding of the claims experience of the respective businesses over that period, and no Transfer Company has reported a financial performance that would significantly affect the financial analysis I performed in preparing the IE Report. There has been a dividend payment made by CBII of $20m which has reduced the asset surplus in that company since the IE Report. Similarly a dividend of 100m has been paid by AEGL during the fourth quarter of Both of these dividends are taken into account in the analysis I have carried out below. I have confirmed with management of the Transfer Companies that there has been no change in general reserving strength between the balance sheets prepared as at 31 December 2015 and 31 December The external reserve reviews received for the Transfer Companies as at 30 June 2016, though not directly comparable with the 31 December 2015 reviews, suggest similar levels of reserving strength to those in the equivalent reports at 31 December 2015, which gives additional weight to this assertion. I have considered the impact of the recent trading performance of the Transfer Companies and have identified no matters arising which would materially change the findings of the analysis that support the conclusions contained in the IE Report. Post-Transfers balance sheets and financial ratios 3.3 In section 4.4 and 4.5 of the IE Report I considered the potential post-transfers UK and Irish GAAP and Solvency II balance sheets for the Transfer Companies and in section 5.14 and 5.15 a selection of financial ratios from these. These tables are shown below, updated as at 31 st December Please note that the percentage calculations are on the unrounded figures and so may not concur directly. UK and Irish GAAP: As at 31 December 2016 ( m) AEGL (pre transfer) CICE CBII AEGL (post transfer) Assets Investments and cash 3,037 2, ,306 Reinsurers share of provisions 2, ,192 Other assets 1, ,403 Total Assets 6,839 2, ,902 Liabilities Insurance Liabilities 4,031 1, ,678 Unearned Premium Reserves ,218 Other Liabilities Total Liabilities 5,429 1, ,568 Net Asset Surplus 1, ,334 As at 31 December 2016 CICE CBII ( m) Net assets 1, ,334 Total assets 6,839 2, ,902 Net Insurance Liabilities (2,195) (1,472) (36) (3,703) Total liabilities (5,429) (1,920) (219) (7,568) Net assets as a percentage of total assets 21% 30% 33% 24% Net assets as a percentage of net insurance liabilities 64% 55% 306% 63% Net assets as a percentage of total liabilities 26% 42% 50% 31% Source of both tables: 2016 Accounts, Management AEGL (pre transfer) AEGL (post transfer) 7

9 Solvency II: As at 31 December 2016 ( m) Assets AEGL (pre transfer) CICE CBII AEGL (post transfer) Investments and cash 3,286 2, ,812 Reinsurers share of provisions 2, ,693 Other assets Total Assets 6,240 2, ,169 Liabilities Gross Solvency II Best Estimate Liabilities 3,893 1, ,747 Risk Margin Other Liabilities Total Liabilities 4,681 1, ,840 Net Asset Surplus 1, ,329 As at 31 December 2016 ( m) Net assets 1, ,329 Total assets 6,240 2, ,169 Net SII Best Estimate Liabilities (1,493) (1,540) (22) (3,055) Risk Margin (187) (98) (4) (289) Total liabilities (4,681) (1,985) (174) (6,840) Net assets as a percentage of total assets 25% 25% 39% 25% Net assets as a percentage of net SII Technical Provisions plus Risk Margin 93% 40% 443% 70% Net assets as a percentage of total liabilities 33% 33% 65% 34% Source of both tables: Solvency II Balance Sheet, Management AEGL (pre transfer) CICE CBII AEGL (post transfer) The updated positions are consistent with my understanding of any changes to the financial and economic circumstances of the Transfer Companies over the twelve month period. Both of these tables show consistent implications for the policyholders affected by the Transfers to those discussed in the IE Report and the movements between them are directionally largely the same. I note that these positions do not include an allowance for the change in the Ogden discount rate (see section 3.6 for further information) as, at the time of this report, analysis was ongoing to determine the size of the movement in reserves now that the new rate is known. I have, however, considered some prudent estimates of the scale of the movement separately in section 3.6. As such I see no need to revise any of my conclusions based on this additional information. Consideration of capital cover ratio 3.4 In addition to the Solvency II balance sheets (in the previous section) I also considered the impact of the Transfers in terms of the consequent Solvency II capital cover ratio. I have received an update of the SCR applicable as at 31 December 2016 (from the 31 December 2015 SCR data used in the IE Report) and compared this new information with that used in my original analysis in order to identify if my conclusions in the IE Report would change. The reinsurance programmes of the Transfer Companies have changed to become aligned in advance of the Transfers and subsequent CBM. As noted in the IE report, the latest capital figures at the time of the IE Report did not reflect this change (as the change had not occurred as at 31 December 2015). This has now been reflected in the latest SCR and other capital figures, and considered in my refreshed analysis of the capital cover ratios. The other difference in SCRs comes from the alignment of the calculation methodology between the 8

10 Transfer Companies. For the 31 December 2015 calculations used in the IE Report there were minor differences in calculation approach between CICE and the other companies, as the SCR estimates had been produced before the acquisition of Chubb Corporation by ACE Limited. The capital coverage ratios both pre- and post-transfers (which act as a proxy for implied probability of policyholder deficiency) are similar to those I considered when preparing the IE Report. My observations remain largely the same as in section 5.15 of the IE Report, in that: Prior to the Transfers the Standard Formula capital coverage ratios for the policyholders of all of the Transfer Companies, calculated using data as at 31 December 2016, are all materially in excess of 1, indicating that the Transfer Companies comfortably meet the Standard Formula SCR; After the Transfers, AEGL will still have a Standard Formula capital cover ratio materially greater than one, indicating the probability that policyholder benefits may not be paid remains remote for existing policyholders; As a result of the Transfers, policyholders of CICE see a small increase in their Standard Formula capital cover ratio, indicating improved security for them. Policyholders of AEGL see a small decrease in their Standard Formula capital cover ratio, though this is not material. Policyholders of CBII see a decrease in their Standard Formula capital cover ratio, although the ratio is still comfortably in excess of one. Furthermore, CBII is a much smaller entity than AEGL and CICE, with that reflected in their higher capital cover prior to the Transfers. Although policyholders of CBII will see a decrease in their capital cover ratio, I provided a number of reasons in section 5.15 of the IE Report as to why this was not a cause for concern. Since the payment of the dividend by CBII this reduction in capital coverage ratio as a result of the Transfer has reduced in any case, and my conclusions in this regard remain unchanged from those expressed in the IE Report. As such I see no reason to revise my previous conclusions based on this updated information. Market developments 3.5 I have considered market developments in the insurance sector since the issue of the IE Report. In addition I have reviewed the external actuarial reserve reports available for the Transfer Companies as at 30 June 2016, which are the latest currently available, and these do not raise any new uncertainties that I had not considered in the IE Report. 3.6 One material market development has occurred since the date of the IE Report. On 7 December 2016 the Lord Chancellor in the United Kingdom announced their intention to reach a decision on the long-reviewed discount rate (the Ogden rate ) to use to determine settlement values for UK personal injury claims where there is an element of future loss to be considered (for example for loss of earnings or ongoing medical care). The decision was planned for 31 January 2017 and then subsequently deferred until 27 February 2017 when it was announced that the rate would drop from 2.5% to -0.75%. Prior to the announcement, the Transfer Companies performed stress tests to estimate the impact of changes to the Ogden rate, were it to reduce from its current value of 2.5%. I reviewed the AEGL and CICE (as the only two Transfer Companies exposed to UK personal injury awards) models and their outputs. Post announcement, the Transfer Companies have performed further analysis to assess what these models would suggest given the decision to lower the rate to -0.75%. The associated increase in the reserves for the combined business post-transfer, if I take it to be at the prudent end of the range of estimates that have been produced, would be much less than the impact of one of the stress and scenario tests that I reviewed in the IE Report, and around the same as another (the reinsurance default stress) in terms of overall quantum, and none of these had such an impact on the Transfer Companies 9

11 as to change my conclusions at that time. I have specifically considered the change in the preand post- Transfer capital ratios for each of the Transfer Companies as a result of this prudent estimate, and my analysis still suggests that none of the groups of policyholders experience any material capital security deterioration as a result of this change. As it historically bought the least reinsurance protection, CICE is the business most affected by the Ogden change in proportion to its available capital resources. The impact of the Transfer after allowing for the Ogden change makes the argument that the capital coverage ratios for policyholders of CICE improve even stronger as a result. As a result I do not believe that the change in the Ogden rate changes my conclusion on the impact of the Transfers on the levels of security of each affected policyholder group from that expressed in the IE Report. Exposure of the Transfer Companies to potential severe adverse stresses 3.7 I have confirmed with management of the Transfer Companies that the severe adverse stresses used in section 6 of the IE Report are still appropriate as stresses for the Transfer Companies, however I have considered them against the updated solvency capital positions (as at 31 December 2016) for each of the Transfer Companies pre and post Transfers. In addition management of the Transfer Companies have increased the severity of one of the stresses that I considered in the IE Report (that of a financial shock to the Eurozone economy). I have subsequently considered this enhanced stress as an additional adverse scenario. I have considered these hypothetical severe adverse scenarios and I note that pre and post Transfers, even after making an additional allowance for the prudent Ogden-change assumptions discussed in section 3.6 above, AEGL have sufficient economic and financial resources to be able to pay their claim obligations to their policyholders under the extreme stresses considered. Future intentions of Chubb with respect to levels of capital, operations, structure, cyber security and business mix 3.8 Based on my discussions with the managements of the Transfer Companies, and as supported in subsequent written communications, I understand that the future intentions of Chubb remain consistent with those documented in Section 4 of the IE report. I have received further detail on the timing of the plans for administration integration; the claims platforms of CICE and AEGL are to be run in parallel until at least the end of 2018, and the approach for the underwriting systems post Transfers is to transfer policy information from legacy underwriting support systems to target systems at the renewal of each policy. The integration of underwriting systems is planned to be completed at the end of In particular it is still intended that any surplus assets in the Transferring Companies, being assets in excess of the transfers of reserves (with the exception of any assets required to meet the Minimum Capital Requirement for the Transferring Companies immediately after the Transfers but before the Cross Border Mergers ( CBMs )), will be passed to AEGL as part of the Transfers. As a consequence of the Transfers the capital of AEGL will increase to reflect the combined capital resources of the Transfer Companies. Management of AEGL have confirmed to me that post Transfers, they will be adhering to the overarching capital management policy that is being implemented following the acquisition, regardless of the Transfers. This policy ensures policyholder security is maintained above a minimum level of regulatory capital cover. Beyond this minimum level of regulatory capital cover, Chubb may manage its capital as it sees appropriate. In section 5.16 of my IE Report I note that counterparty consent is being sought in the majority of cases where reinsurance contracts are not governed by English law. Chubb are in the process of seeking this consent. Regardless of the ongoing receipt of consent from the relevant parties, my opinion is unchanged from that of the IE report, and in any case, any outwards reinsurance arrangements that do not transfer to AEGL under the Transfers will transfer under the CBM. 10

12 In section 3.1 of the IE report I described the company structure of the Transfer Companies. I noted that restructuring was currently taking place and described what the structure would be by the time of the Transfers. This is still the case. The structure after the Transfers that I described in my Report is still largely the same with one small change to reflect the shares issues to current shareholders of CICE and CBII. This results in Chubb Insurance Investment Holdings Ltd gaining an investment AEGL. I set out the updated post Transfer structure chart below with the additional relationship marked in red. This change does not have any impact on the policyholders of any of the Transfer Companies and therefore does not affect my conclusion from the IE Report.. I have identified no adverse impacts to policyholders arising from intentions or motives of the Transfer Companies in proposing the Transfers which would materially change the findings of the analysis which support the conclusions contained in the IE Report. Pension Scheme Obligations 3.9 In section 5.17 of the IE report, I noted that the sponsor of CICE s UK pension scheme would change from CICE to ACE INA Services UK Limited. I understand that no section 75 pension debt will be triggered in relation to the UK CICE defined benefit scheme as a result of any of the proposed restructuring. This is because the UK-based staff were all moved from the 11

13 legacy Chubb employers to ACE INA Services UK Limited at the beginning of May 2016 and the potential section 75 debts were effectively reduced to zero using a statutory "flexible apportionment arrangement" as provided for under the Pensions Act 1995 and associated Employer Debt Regulations. This note does not change my previous conclusion from the IE Report with regard to pension scheme obligations, and I continue to believe that they have no material adverse impact on any policyholder group. Implications of Brexit Referendum 3.10 In section 4.17 of the IE report, I discussed the implications of the Brexit referendum, as far as was known at the time of the Report. Since that time, the potential consequences remain uncertain, although the timetable to the triggering of Article 50 to begin the process of the UK leaving the European Union is clearer. As negotiations as to the terms of any departure cannot begin until this has happened there is no additional information on which to form a view as to the likely consequences of this situation on the Transfer Companies. My comments in the IE Report on the subject remain valid at the date of this Supplemental Report. I note that it remains the case that each of the Transfer Companies currently underwrites business in both the UK and other EU countries, so each would have to deal with the implications of Brexit on their business in their own right were the proposed Transfers not to happen. As a result policyholders of any of the Transfer Companies will experience no more or less uncertainty from the impact of Brexit than would be the case after the Transfers completed. Chubb management continue to monitor the situation and refine their contingency planning. Policyholder and other communications 3.11 I understand from Chubb that the proposed policyholder communication as set out in my IE report has gone ahead as expected except for a small number of changes relating to the proposed communication for policies written through Corporate Partners, Sponsoring Brokers and SME Sponsoring Brokers. The changes include: a simpler notification sent out to a specific group of policyholders; a text message sent out to a specific group of policyholders for which no or postal information was held; an communication linking to the notification documents on an internal server rather than attaching to an ; and a specific entity that was classed as a Corporate Partner at the time of my IE report being reclassified as the insured to a group policy, and thus falling under the relevant communication for group policies. I have reviewed these changes and they do not change the conclusions I reached in my IE report. There have been a number of mailings noted as return to sender, and the Transfer Companies are continuing to endeavour to find suitable redelivery addresses for these. As of 10 March 2017, 2.5% of mailings have been returned as undelivered. Chubb are still in the process of reattempting delivery of returned s and letters and expect the overall figure to be just greater than 1%. Chubb has provided me with summary schedules of the written (including ) and telephone contacts from policyholders relating to the Transfers and more detailed information (including copies of relevant correspondence) about any potential objections. There have been two potential objections made relating to the Transfers made by policyholders and other relevant parties up to 23 March 2017, the remainder of the correspondence consisting of questions or clarifications. The two potential objections are both from CICE policyholders. They have been analysed by the Transfer Companies and they have decided that no action is needed further to 12

14 the responses that have been sent to acknowledge their objection and answer questions where appropriate. Of the potential objections raised, one wished to clarify my independence, in particular with regard to the work that my firm has undertaken for the Transfer Companies in the past. My independence is covered in sections 1.4 to 1.10 of the IE Report, and specifics about the work that has previously been carried out are described in sections 1.7 and 1.8 of that report.. I also note that my appointment as Independent Expert was approved by the Prudential Regulation Authority on 23 March I do not consider that this raises any need for me to reconsider any of my conclusions or to perform any additional analysis. Both policyholder objections raised concerns over CICE being taken over by a US business. Both CICE and AEGL are UK companies that are currently and will remain regulated by the Prudential Regulation Authority and the Financial Conduct Authority. Furthermore, prior to the acquisition of Chubb Corporation by ACE Limited, both CICE and AEGL were already subsidiaries of US listed businesses. The proposed Transfers do not therefore introduce any changes of ownership that I have not already addressed in the IE Report. I understand that there is an additional policyholder that has indicated an intention to appear at the final hearing; he has not raised any specific concerns with Chubb or given any reasons for why he wishes to attend, so I do not include his request as an objection. It is noted that he has recently reported a claim. I have considered the objections raised and I am satisfied with the Transfer Companies responses. I have not identified any matter that would cause me to perform additional analysis or lead me to revise the conclusion set out in my IE Report and this Supplemental Report. 13

15 4. Overall conclusions 4.1 Having updated my financial analyses, and having considered the other matters set out above, I can confirm that all of the overall conclusions that I reached in Section 7 of the IE Report remain unchanged. Hence, in my opinion I do not identify any material adverse effect on any of the groups of policyholders of any of the Transfer Companies as a result of the proposed Transfers. 14

16 Appendix List of additional information provided for Supplemental Report Financial Information AEGL, CBII and CICE (unaudited) draft company accounts as at 31 December 2016 Proforma balance sheet and other financial information based on 31 December 2016 data post Transfer Structure and Company Information Confirmation of company structure Confirmation that there are no changes to details of current and post transfer Board(s) and governance arrangements. Changes to description of current and post transfer administration systems and arrangements Scheme Information Final Scheme Documents Final schedule of assets to be transferred Latest estimate of cost of scheme, identifying forecast costs of scheme (identifying irrecoverable costs should the scheme not proceed) and entity bearing these costs Changes in the effect of the Transfers on existing administration and asset management contracts Confirmation of no material shift to tax impact arising as a result of the Transfers since the IE Report Final communications plan Updated policy and claim overview Capital and Risk Management Updated capital requirements and available capital figures under Solvency II for the Transfer Companies pre- and post-transfer Updated Solvency II balance sheets (unaudited) as at 31 December External reserving reports as at 30 June 2016 for AEGL, CICE and CBII Details of material losses that occurred in the interim period Q and Q Updates to the impact of the stresses on the business as set out in section 6 of the IE report Other information considered Further discussions with key staff in the executive team, together with s confirming statements and information provided verbally in these meetings that I have relied upon. Documentation and discussion on the implications of the Ogden rate change as discussed in section