This presentation will provide valuable insight to those who are relatively new in their role as in-house counsel for a medical professional liability insurer through the identification and resolution of legal issues that are uniquely relevant to property and casualty insurers that write medical professional liability insurance.

1. Things That Would Be Helpful to Know in My New Position as
In-House Counsel of a Medical Professional Liability Insurer
Robert L. Wortelboer Jr., Esq.
General Counsel, Vice President, & Secretary,
First Professionals Insurance Company, Inc.
PIAA Corporate Counsel Workshop
Hotel Solamar
San Diego, California
November 4, 2010
10:45 a.m. – Noon

2. 1. KNOW (AND DEVELOP) YOUR ROLE WITHIN YOUR COMPANY
A. Look Beyond Your Formal Job Description
B. Make A List of Key Duties And Develop Your Knowledge In Those Areas
C. Are There Exclusions To Your Responsibilities?
Example: Employment Matters, Coverage Issues,
Reinsurance
D. Don’t Be Afraid Take On New Responsibilities Where There Are Gaps
Example: Handling Letters of Credit

3. 2. INTERACTING WITH MANAGEMENT AND STAFF IN YOUR
ROLE AS GENERAL COUNSEL
A. Sit Down With Each Department Head
i. Find out what each would like to see in the way of legal support
ii. Identify immediate and long term issues
iii. Identify pending issues already being worked on
iv. Develop an overall plan to address issues raised in such meetings
B. Establish Good Relationship With Your Predecessor In-House Counsel

4. C. Work As A Team NOT Independently
i. Private Practice – May Have Operated Independently
(Without Much Input Except For Your Client Contact)
ii. In House Counsel – Must Work As A Team (Considering
The Perspectives and Insight Of All Relevant Management
and Staff)
Example: Make Sure IT Department Can Produce Data Required
Pursuant To A Proposed Reporting Requirement Related To A
New Business Relationship
D. Market Yourself And Your Role To The Rest Of The Company.
E. Attitude

5. 3. WHAT WORK SHOULD I ASSUME AND WHAT SHOULD I SEND
OUT?
A. Common Sense Judgment
i. Small Bridge (Small Knowledge Gap To Close)
ii. Large Bridge (Large Knowledge/Experience Gap To Close)
Large bridge Examples:
Antitrust Issues
Intellectual Property Issues
Bankruptcy Issues
Tax Issues
Litigation
B. Can It Be Done Timely?
C. Is It Non-Legal Work That Can Or Should Be Done By Someone Else In The
Company?

6. 4. WHERE CAN I TURN TO FIND OUTSIDE COUNSEL?
A. Federation Of Regulatory Counsel
www.forc.org
The Federation of Regulatory Counsel is a nation-wide association of attorneys
specialized in the arena of insurance regulatory law. In order to be considered
for membership, an applicant must be a lawyer in good standing, with at least
seven years of experience in insurance regulatory law, and must bill more than
fifty percent of his or her time to insurance regulatory matters. Each member is
recommended in writing by three insurance industry executives from unrelated
companies who have attested to their skill and competency.
B. Fellow In-House Counsel of PIAA Companies

7. 5. HOW CAN I LEARN MORE ABOUT THE MPL INSURANCE
INDUSTRY?
A. PIAA Newsbriefs (Weekly Email)
PIAA Physician Insurer Magazine
www.piaa.us
B. Crittenden’s Medical Insurance News Newsletter
www.crittendenonline.com
C. Medical Liability Monitor
www.mlmonitor.com

8. D. Annual Med Mal Reports Produced By State Regulators
Example: See State Insurance Regulator Web Sites
(Florida)
www.floir.com/pressreleases/viewmediarelease.aspx?id=3299
(Missouri)
http://insurance.mo.gov/reports/medmal/
(Connecticut)
http://www.ct.gov/cid/lib/cid/MedicalMalpractice2010Report.pdf
(West Virginia)
http://www.wvinsurance.gov/LinkClick.aspx?fileticket=KHt9sy2Fod4%
3D&t%20abid=207&mid=798
(Washington)
http://www.insurance.wa.gov/legislative/reports/medmal2010.pdf
E. United States General Accounting Office (GAO Reports)
Example: Medical Malpractice Insurance, Multiple Factors Have
Contributed to Increased Premium Rates
http://www.gao.gov/new.items/d03702.pdf

9. F. Review The Websites Of MPL Company’s
G. Learn About The Interesting And Creative Projects Of Other MPL
Companies
Example: 3R Program (COPIC)
Programs Dedicated to Mental Health of Physician Involved in Suit
Mandatory Orientation for New Physicians
H. Learn Basics Of Insurance Related Tax And Accounting Issues
i. GAPP vs Statutory Accounting
ii. Tax Issues Relevant to Insurance Industry
Example: Deductibility of Reserves
How Premium Tax Is Collected
Application of Municipal Tax

10. 6. HOW CAN I LEARN MORE ABOUT MY OWN COMPANY?
A. Review Key Documents
i. Articles of Incorporation and any amendments
ii. Bylaws
iii. Audit Committee Charter (Other Committees)
iv. Description of Risk Factors Affecting Business
(MD&A)
v. Key Employment Contracts
vi. Press Releases for last three to five years
vii. Litigation Report
viii. Code of Ethics and Conflicts of Interest Policies
ix. Key Reinsurance Agreements
x. Model Insurance Agency Agreement
xi. Endorsement and Sponsorship Agreements
xii. Managing General Agency Agreements
xiii. Confidentiality and Non-Compete Agreements
xiv. Related Party Transactions
-Management Agreements
-Tax Allocation Agreements
-Intercompany Pooling Agreements
-Cost Sharing Agreements

11. B. Review Your Company’s Web Site
C. Where Does Your Company Derive Its Revenue?
Example
Solo Doctors
Large Physician Group Practices
Facilities
Excess and Surplus Lines
Non-Standard Physicians
Fronting Arrangements
Insurance Management Fees
What States or States Make Up 80% of Your Premium
D. Direct Writer vs. Writing Business Through Agents
Example
Can be Both or One or the Other Depending Upon the State
E. Talk to Your President to Get an Understanding of Your Company’s Goals
as well as the Key Issues Facing the Company
Example
Viability of Tort Reform in a key Revenue State
Competitive Forces
Regulatory Environment

12. 7. SOME HELPFUL WEBSITES (Develop Your List of Favorites)
A. Summary of Medical Malpractice Laws In United States and Territories
http://www.mcandl.com/introduction.html
B. Brokers & Reinsurance Markets Association
www.brma.org
(Reinsurance Agreement Provisions Accepted within Insurance Industry)
(White Papers – Example: 9 Month Rule)
C. American Tort Reform Association
www.atra.org
(Wealth of Information Regarding Past and Future Tort Reform)
(Judicial Hellhole Report)
D. Federal and State Government Information
www.gov.com
E. The Health Insurance Portability and Accountability Act of (HIPAA)
www.hhs.gov/ocr/privacy/index.html
F. Link to All State Insurance Departments
http://www.naic.org/state_web_map.htm

13. H. Overview of All Patient Compensation Funds
http://www.markelshand.com/Brokers/Industry/Documents/Patient_
Compensation_FundsProcedures.doc
I. National Practitioner Data Bank
www.npdb-hipdb.com
J. Glossary of Reinsurance Terms
www.findalink.net/reinsurance/def-a.php
K. State Web Pages Dedicated to Form and Rate Filings
www.floir.com/edms (Florida)
L. State Web Pages Dedicated to Corporate Records
www.sunbiz.org (Florida)
M. Phone Numbers and Addresses
www.zabasearch.com
N. American Corporate Counsel Association
www.acca.com

14. 8. THE BENEFITS OF MODEL CONTRACTS
A. Do Not Reinvent The Wheel
B. Develop Model Agreements Of Your Own
Example
Agency Agreements
Endorsement Agreements
Confidentiality Agreements
Model Managing General Agent Agreements
Model Reinsurance Agreements
C. Develop A Database Of Model Contract Provisions
Example
Non-Compete Clauses
Ownership of Business
Arbitration Causes
Confidentiality Obligations
Indemnification Requirements

15. Model Letter of Credit
[Letter Head of Issuing Financial Institution]
DATE:_______
CLEAN, IRREVOCABLE & UNCONDITIONAL
LETTER OF CREDIT No. _________________________
Beneficiary: Your Insurance Company Name Here
Letter of Credit Amount:
Dear Sir or Madam,
We hereby establish this clean, irrevocable and unconditional Letter of Credit in favor of Your Insurance Company Name Here, as
Beneficiary, for drawings up to U.S. $_______________, effective immediately. This Letter of Credit is issued, presentable and
payable at our office at ____________________________, and expires with our close of business on ____________, 20____. Except
when the amount of this Letter of Credit is increased, this Credit cannot be modified or revoked without your consent.
The term “Beneficiary” includes any successor by operation of law of the named Beneficiary, including, without limitation, any
liquidator, rehabilitator, receiver or conservator. Drawings by any liquidator, rehabilitator, receiver or conservator shall be for the
benefit of all of the Beneficiary’s policyholders.
We hereby undertake to promptly honor your sight draft(s) drawn on us, indicating our Credit number ___________, for all or any
part of this Credit upon presentation of your draft drawn on us at our office specified in paragraph one, on or before the expiration
date hereof, or any automatically extended expiry date.
Except as expressly stated herein, this undertaking is not subject to any agreement, requirement or qualification. The obligation of
_______________________(issuing financial institution) under this Credit is the individual obligation of ___________________
(issuing financial institution) and is in no way contingent upon reimbursement with respect thereto, or upon our ability to perfect
any lien, security interest or any reimbursement.
This Letter of Credit is deemed to be automatically extended without amendment for one year from the expiration date or any future
expiration date, unless (60) sixty days prior to such expiration date, we notify you by registered mail that this Letter of Credit will
not be renewed for any such additional period.
This Letter of Credit is subject to and governed by the Laws of the State of Florida and the 1993 Revision of the Uniform Customs and
Practice for Documentary Credits of the International Chamber of Commerce (Publication 500) and, in the event of any conflict, the Laws of
the State of Florida will control. It this Credit expires during an interruption of business as described in Article 17 of said Publication
500, ______________ (issuing financial institution) hereby specifically agrees to effect payment if this Credit is drawn against within
thirty days after the resumption of our business.

16. 9. GIVING EMPLOYEES LEGAL ADVICE ABOUT PERSONAL
PROBLEMS
A. Academic Articles Say Don’t Do It, Even On Behalf Of Friends
B. Want to Be Helpful – But Your Not An Expert in Family Law, Real Estate
Criminal
Law etc.
C. May Not Be Covered By Legal Malpractice Insurance Carrier
D. May Not Be Covered By Indemnification Provisions Of Your Company Bylaws
E. Express Genuinely Want To Help – But May Be In Best Interest To Simply
Help Them Find Counsel
F. Keep List Of Lawyers
i. Wills
ii. Real Estate
iii. Family Law (Especially Divorce)
iv. Criminal Matters
v. Traffic Violations
vi. Drunk Driving
G. Make Clear You Are Companies Lawyer – Not Their Lawyer (e.g. Departing
Employee Wants To Know About Contractual Duties Under Employment
Agreement)

17. 10. Communicating Legal Advice
A. Short, Plain Spoken, and to the Point
B. Identify the Issue, Answer the Question, Give Supporting Details
C. Don’t Tell Them What They Want to Hear (Remain Objective)
D. Distinguish Between Business Decisions and Legal Decisions

18. 11. ADVICE FOR BOARD MEETINGS
A. Put Together Contact List Of Board of Directors
i. Identify Communication Preferences of Individual Board Members
ii. Develop a Process to Effectively Communicate with the Board
B. Establish A Simple Meeting Routine That Works (And Stick To It)
i. Keep the Same General Format for Preparing for the Meeting
ii. Keep the Same General Format for the Meetings
iii. Pre-Draft Board Minutes So You Can Concentrate on the
Meeting and then Finish them Immediately Thereafter
iv. Look Over the Minutes for Routine Items and Be Sure To
Include Such Matters in Future Meetings
Example: Approval of Independent Auditor Each March
v. Keep Tracking of Prior Open Actions Items

19. C. Prepare, Prepare, Prepare
D. Not The Time To Bring Up New Issues
E. Maintain The Corporate Seal And Books
F. Develop Committee Charters (Define The Purpose And Scope of The Committee)
G. Common Resolutions or Board Unanimous Written Consents
i. Approval of Bank Signatories
ii. Approval of Investment Transactions
iii. Approval of Directors and Officers
iv. Approval of Actuarial Services
v. Approval of Independent Auditor
vi. Approval of Dividends
vii. Approval of Contracts Above Certain Monetary
Threshold
viii. Approval of Changes to Corporate Documents
-Articles and Bylaws
-Committee Charters

20. 12. DEVELOP A FILING SYSTEM
A. Filing System Should be Logical, Organized, Updated and
Understandable by Anyone Accessing the System
B. Legal Issues Will Reoccur – Archive Should Enable You to
Quickly Revisit Old Work Product for Guidance

21. 13. MANAGING LITIGATION
A. Make Reasonable Estimate Of Costs And Risk Of Litigation Up
Front
B. Agree In Advance About Cost, Fees And Payments With
Litigation Counsel
C. Do You Need To Invoke A Litigation Hold?
D. Make Sure You Are The Designated Person To Receive Legal Papers
With All State Regulators And With The Secretary of State
E. You Can Sue Anyone for Anything at Any Time – Winning Is
another Matter, But, Just Because Your Right Doesn’t Mean You Will
Win
F. Develop Process For Handling Subpoenas

22. 14. COORDINATE THE KNOWLEDGE AND EXPERIENCE OF
OUTSIDE COUNSEL
A. Annual Med Mal Defense Counsel Meeting
B. Annual Administrative Defense Counsel Meeting

23. 15. INTELLECTUAL PROPERTY
A. Hire And Consult With An Experienced Intellectual Property Law
Firm
B. Make Sure Your Company Name(s), Servicemarks and
Slogans Are Protected
C. Create Chart Showing Renewal Deadlines For Registration
Renewals
D. Before Using Any New Name in Business Perform An
Intellectual property Search
E. Domain Names
F. Patents - Business Processes
G. Copyrights

24. 16. GENERAL LAWS (OUTSIDE THE INSURANCE CODE AND
REGULATIONS) THAT HAVE AN IMPACT ON INSURANCE
COMPANIES
A. OFAC Office Of Foreign Asset Control Rules (Federal)
www.treas.gov/offices/enforcement/ofac
B. Violent Crime Control And Law Enforcement Act (Federal)
It is a federal crime for “any individual who is engaged in the business of
insurance whose activities affect interstate commerce and who willfully permits
the participation”, of another individual to engage in the business of
insurance or otherwise to participate in such business, if such an individual has been
“convicted of any criminal felony involving dishonesty or a breach of trust”.
C. Minimum Requirements For Medical Professional
Liability Insurance (State by State)
D. Three Strikes Law (Florida)
E. Soldiers And Sailors Civil Relief Act

25. 17. “DESK DRAWER RULES” AND HOW TO DEAL WITH
THEM”
A. What Is A “Desk Drawer Rule”?
B. Steps For Dealing With Desk Drawer Rules
i. First Option - Try to Reason with the Regulator
ii. Second Option - Look For Compromises That Will Still
Give You What You Need
iii. Third Option - Go Above The Person To Argue The
Issue
iv. Fourth Option - Take Legal Action (Rare)

26. 18. USE THE NAIC AS A RESOURCE
A. Role Of The NAIC

27. B. UCAA State Charts (www.naic.org/industry_ucaa.htm)
i. Addresses for Submission of Application
ii. Amended Articles-Bylaws
iii. Change in Control of Foreign (Non-Domestic) Insurers
iv. Communication Between Applicant and Agency
v. Deleting Lines of Business
vi. Filing Fees – Corporate Amendments
vii. Filing Fees Matrix – Corporate Amendments
viii. Filing Fees – Primary or Expansion Application
ix. Fingerprints and Biographical Affidavit Requirements
x. Lines of Business Matrix
xi. Minimum Capital and Surplus
xii. Name Approval
xiii. Public Records Package
xiv. Redomestication
xv. Reports of Examination
xvi. Seasoning Requirements
xvii. Signature Requirements – Biographical Affidavits and
Uniform Consent to Service of Process
xviii. Statutory Deposits
xix. Statutory Membership
xx. Use of Fictitious Names

28. (UCAA) Uniform Certificate Of Authority Application Forms
(www.naic.org/industry_ucaa.htm)
i. 1P Primary Checklist
ii. 1E Expansion Checklist
iii. 1C Corporate Amendments Checklist
iv. 2P Primary Application
v. 2E Expansion Application
vi. 2C Corporate Amendments Applications
vii. 3 Lines of Insurance
viii. 6 Certificate of Compliance
ix. 7 Certificate of Deposit
x. 8 Questionnaire (Primary and Expansion)
xi. 8C Questionnaire (Corporate Amendments)
xii. 11 NAIC Biographical Affidavit
xiii. 12 Uniform Consent to Service of Process (Expansion and
Corporate Amendments Only)
xiv. 13 ProForma Financial Statements(Property/Casualty
Companies)
xv. 14 Change of Address/ Contact Notification Form
xvi. 15 Affidavit of Lost Certificate of Authority
xvii. 16 Statement of Voluntary Dissolution
xviii. 17 Statement of Withdrawal

29. D. Other Important Reference Information
(www.naic.org/industry_ucaa.htm)
i. Training Guides
Market Conduct Examiners Handbook
Financial Analysis Handbook
Company Licensing Best Practices Handbook
ii. Third Party Vendors for Background Reports
iii. FAQ – Various Topics

30. 19. MANAGING YOUR LEGAL DEPARTMENT
A. Go Paperless (Except For Original Signed Documents)
B. Schedule Time For Projects
C. Implement A Contract Review And Signature Policy (All Contracts
Go Through the Legal Department)
D. Train Managers To Return All Original Signed Contracts To The
Legal Department for Archiving
E. Lay Out A Daily, Weekly, Monthly Or Annual Plan - Communicate
It To Your Staff - Instruct Them As To How To Meet the Goals
F. Don’t Just Be A Problem Identifier – Be A Problem Solver
G. Budgets

31. 20. TIPS FOR DRAFTING POLICY FORMS
A. Develop a Policy Numbering System that is Logical
Example: FPIC MPL-100 - FL (10/10) and FPIC MPL-106-FL (10/10)
B. Use The NAIC Product Requirements Locator
https://eapps.naic.org/prl/do/search/home
Property and Casualty Search Results
Product Requirements Search Results
Date: 10/08/2010
Product Name Requirement Jurisdictio Requireme Referenc Form Rate, Rule
Category n nt e Indicator Indicator
Item Citation
Medical Applications Arizona Fraud Must ARS § Y N
Malpractice Be Material
Statements in 20-463
(Commercial) (A)
the
Application
that would
Preclude
Recovery for
Fraudulent
Activity Must
Restrict

32. Product Name Requirement Jurisdictio Requirement Reference Form Rate,
Category n Item Citation Indic Rule
ator Indicator
STATEMENTS AS
REPRESENTATIO
Medical Malpractice ARS 20-
Applications Arizona NS, NOT Y N
(Commercial) 1109
WARRANTIES
(04/28/2010)
ARS 20-
REFERENCED IN
Medical Malpractice 398(A)
Applications Arizona POLICY Y N
(Commercial) ARS 20-
(04/28/2010)
1102
INVALIDATION
Medical Malpractice ARS § 20-
Countersignature Arizona OF THE POLICY Y N
(Commercial) 229(C)
(04/29/2010)

33. 21. MAKE A REPORTING REQUIREMENTS CHECKLIST
(Exclusive from Financial Reporting)
A. Form “B” Filings
(Review Your Applicable Holding Company Registration
Statute)
i. Changes in Corporate or Capital Structure
ii. Changes in Directors or Officers
iii. Changes in Ownership of More than 10%
iv. Payment of Dividends
v. Related Party Transactions
vi. Certain Defined Business Transactions
vii. Certain Defined Legal Actions
B. Withdrawal From A Line or State
i. How is it Triggered and What is Generally
Required?
ii. Formal Plan vs Minor or No Requirements

34. C. Unclaimed Property (Escheat Laws)
D. Annual Med Mal Filing
E. Other
i. Changes to Articles and Bylaws
ii. Medical Professional Liability Closed
Claims
iii. Reporting to Board of Medicine
iv. NPDB Reporting
v. Material Transactions
vi. Individually Rated Risks (A-Rating)
vii. Lobbyists Disclosure Regulation
viii. OFAC Compliance
ix. Computer Security Breaches
x. Medicare Beneficiary Reporting to CMS

35. 22. ROUTINE ELECTRONIC DOCUMENTS THAT PROVE TO BE
USEFUL
A. Write a History of Your Company
FPIC was formed and incorporated on October 10, 1985 by the conversion
of Florida Physicians Insurance Reciprocal (FPIR) into a stock company.
FPIR was organized in 1976 as a Florida insurance reciprocal through the
conversion of the FMA-PLI Trust, which was formed in 1975 to provide
professional liability insurance to members of the Florida Medical
Association (FMA). Because of financial difficulties, FPIR was placed in
receivership in 1984. The receivership was terminated on January 3, 1985.
FPIR was recapitalized by policyholders and merged into FPIC, a
policyholder owned stock company on January 1, 1986. FPIC and FPIR
were managed by Physicians Management Company (PMC) from October
1984 to May 1988. On May 1, 1988, the contract with PMC was canceled
and the PMC employees were hired by FPIC. A reorganization was
approved by the shareholders on June 11, 1996, and a holding company
was formed under the name FPIC Insurance Group, Inc. (FIG). On May 8,
2001, FPIC's name (Florida Physicians Insurance Company, Inc.) was
changed to First Professionals Insurance Company, Inc.

36. B. Other Electronic Documents to Have At Your Fingertips
i. Signatures of Your President and Yourself
ii. Current Bios On All Directors and Officers
iii. Company Related Servicemarks & Logos
iv. Updated Corporate Chart
v. Master List of All Your Passwords and User Names
vi. File For All Travel Related Information
vii. Contact Info for Insurance Industry Professionals
viii. Insurance Policies Covering Your Own Company
ix. Disaster Recovery Plan

37. 23. LICENSURE IS DEFINED DIFFERENTLY FROM STATE TO STATE
A. States Vary In How They Define Licensure (See UCAA (NAIC) Form 3)
B. Broad Definitions Have Unintended Consequences
i. Roped into Paying Things You Never Expected
Example – (AIPSO) Auto Insurance Plan Service Office Annual Fee
ii. Licensed to Do Things You Never Intended to Write
Alabama Authorized to Transact Currently Transacting Applying
for
Life (Sec. 27-5-2)
Disability (Sec. 27-5-4)
Property (Sec. 27-5-5) X
Miscellaneous Casualty (Sec. 27-5-6, 27-5-7, 27-5-8, 27-5- X
9)
Title (Sec. 27-5-10)

38. Florida Authorized to Transact Currently Transacting Applying
for
Property & Casualty Insurers
0010 Fire
0020 Allied Lines
0030 Farmowners Multi Peril
0040 Homeowners Multi Peril
0050 Commercial Multi Peril
0080 Ocean Marine
0090 Inland Marine
0100 Financial Guaranty
* 0106 Auto Warranties
0110 Medical Malpractice X X
0120 Earthquake
0160 Workers' Compensation
0170 Other Liability X X
* 0173 Prepaid Legal
0192 Private Passenger Auto Liability
0194 Commercial Auto Liability

39. 0211 Private Passenger Auto Physical
Damage
0212 Commercial Auto Physical Damage
0220 Aircraft
0230 Fidelity
0240 Surety
* 0245 Bail Bonds
0250 Glass
0260 Burglary and Theft
0270 Boiler and Machinery
0280 Credit
* 0285 Title (Title Companies Only)
* 0290 Livestock
0300 Industrial Fire
* 0310 Mortgage Guaranty
0441 Credit Disability
* 0450 Accident and Health

40. * 0520 Industrial Extended Coverage
* 0540 Mobile Home Multi Peril
* 0550 Mobile Home Physical Damage
* 0570 Crop Hail
* 0607 Home Warranties
* 0608 Service Warranties
* 0610 Other Warranty
* 0620 Miscellaneous Casualty
Property & Casualty Insurers (Reinsurance Only)
R010 Fire
R020 Allied Lines
R030 Farmowners Multi Peril
R040 Homeowners Multi Peril
R050 Commercial Multi Peril
R080 Ocean Marine
R090 Inland Marine

41. R100 Financial Guaranty
* R106 Auto Warranties
R110 Medical Malpractice
R120 Earthquake
R160 Workers' Compensation
R170 Other Liability
* R173 Prepaid Legal
R192 Private Passenger Auto Liability
R194 Commercial Auto Liability
R211 Private Passenger Auto Physical
Damage
R212 Commercial Auto Physical
Damage
R220 Aircraft
R230 Fidelity
R240 Surety
* R245 Bail Bonds

42. R250 Glass
R260 Burglary and Theft
R270 Boiler and Machinery
R280 Credit
* R285 Title (Title Companies Only)
* R290 Livestock
R300 Industrial Fire
* R310 Mortgage Guaranty
R441 Credit Disability
* R450 Accident and Health
* R520 Industrial Extended Coverage
* R540 Mobile Home Multi Peril
* R550 Home Physical Damage
* R570 Crop Hail
* R607 Home Warranties
* R608 Service Warranties

43. * R610 Other Warranty
* R620 Miscellaneous Casualty
Life, Accident and Health Insurers
0400 Ordinary Life
Endowment
Term Life
Industrial Life
Individual Annuities
Universal Life
0405 Individual Variable Annuities
Group Variable Annuities
0410 Group Life and Annuities
0420 Variable Life
0425 Fraternal Life
0430 Fraternal Health
0440 Credit Life

44. 0441 Credit Disability
0450 Accident and Health
R400 Reinsurance - Ordinary Life and Annuity
R405 Reinsurance - Individual/Group Variable
Annuities
R410 Reinsurance - Group Life and Annuity
R420 Reinsurance - Variable Life
R440 Reinsurance - Credit Life
R441 Reinsurance - Credit Disability
R450 Reinsurance - Accident and Health

45. 24. CONTRACTS AND TRANSACTIONS THAT REQUIRE
REGULATORY COUNSEL
A. Related Party Agreements
i. Management Agreements
ii. Reinsurance Agreements
iii. Cost Sharing Agreements
B. Managing General Agency Agreements
C. Custodial Agreements
Will Need Approval or Will Be Review at Time of Financial
Exam
D. Acquisition of 5% or 10% of Controlling Stock of Insurer
i. Form A - (Disclaimer of Control May Avoid
Filing)
ii. Material Transactions Involving Exchange of
Assets

46. 25. PREMIUM RATES
A. File and Use vs. Use and File
B. Cannot Deviate From Your Approved Rates/Underwriting Guidelines
Exception - Individually Rated or “A” Rated Accounts
Exception - Consent to Rate or Excess Rated Accounts
-Each Generally Have Filing and Limitation Requirements
-Some States Don’t Allow these Exceptions

47. 26. PUBLIC RECORDS REQUESTS
A. Generally Can Be Done Via E-mail
i. Centralized Process (Florida)
ii. Decentralized Process (Texas)
B. Protection of Proprietary Information (Trade Secrets)
i. Laws May Require You to Label Info Propriety and Confidential
ii. Label Triggers Notice to Filer if Requested Via Public Records Request
iii. Filer Then Seeks Protection From the Courts
C. Is A Public Records Requests Necessary?
Example: Access to Filed Forms and Rates www.floir.com/edms
(Florida)

48. 27. PAYMENT OF DIVIDENDS
A. Seek and Document the Approval of Your Board
(Approval May be Contingent Upon Regulator Approval)
B. Dividends Paid Without Approval (Ordinary Dividend)
i. Qualitative Analysis – e.g.10% or less of Surplus
ii. May Require Notice (even though approval is not necessary)
iii. May Require Notice and/or Approval from Third Parties (Lenders)
C. Dividends Paid With Approval (Extraordinary Dividend)
i. Based Upon Subjective Analysis
ii. May Require Notice and/or Approval from Third Parties (Lenders)

49. 28. CONSUMER COMPLAINTS
A. List Your Name With All Government Agencies As The Contact
Person to Receive Consumer Complaints
B. Timely Respond to All Complaints and Keep a Permanent
Record
C. Develop A Complaint Log by Year For Regulator Review

50. 29. CONTRACT DRAFTING AND NEGOTIATION TIPS
A. The Less Pages the Better (from Management’s Perspective)
B. Always be Courteous In Contract Negotiations
C. Look for Win-Win and Work Toward Clarity of Intent
D. Use Charts and Table Instead of Long Narrative Language
E. Don’t Over-Lawyer it
F. Avoid Rewriting Language without Substantive Changes
G. Pick and Choose Your Battles
H. Always have the Support of Boss Before Taking A Position
I. Identify Objectives (Make Sure You Clearly Achieve These
Goals)

51. J. Identify Deal Breakers and Make Known Up Front
K. How Long Should A Contract be? Answer: Long Enough
L. Anticipate Problems and Build in Ability to Ward Off Such
Harm
M. Include Ability to Terminate in Addition to Remedies
Example: Temporary Injunction, Liquidated Damages
N. Rights that Survive Termination of Contract
O. Avoid Ambiguities by Spelling Out Intent of the Parties

52. 30. FINAL THOUGHTS
A. Use The Unofficial PIAA Corporate Counsel Section
Email Hotline
B. Be Friendly To Your Assigned Regulatory Analyst
C. If The Plaintiff’s Bar Hates It, You Will Love It!