Legal Department Overview

Legal Department Overview

When is it a Legal Decision?

Legal Department must strike a balance within the Company between legal decision making and business decision-making

Business decisions must be weighed against the legal issues associated with those decisions

This is a risk/return analysis weighing all known, and all anticipated but unknown, legal factors that bear upon an outcome for a particular issue

The "Party of No"

Business Prevention Unit

Corporate Governance

Corporate Governance

Liaison with Delphi and the TM Group Companies in North America

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Safety National Casualty Corporation Board of Directors

Safety First Insurance Company Board of Directors

Board Level Committees

Intracompany Structure

Intracompany Structure

Legal Department responds to requests for assistance from every department

We provide internal legal advice to Senior and Executive Management as an aid to corporate decision-making

Our Client is the Corporation

Serving as the "Corporate Cop"

We are typically the liaison between external parties and the Company on all legal matters, including reporting to DFG and TMNA

Departmental Composition

Organizational Chart

Jeff Otto, General Counsel, Senior Vice President and Secretary

Nick Kriegel, Assistant General Counsel

Bryan Mauller, Senior Counsel

External Facing Legal Affairs

Becky Bryant, Licensing Coordinator

Agent Licensing

Kathryn Walters, Legal Support Supervisor

Anti-Fraud, Document Retention and Destruction, Paralegal Services

Jennifer Schleeper, Legal Administrative Assistant

Assistant to General Counsel, Regulatory Affairs

External Facing Roles

Tokio Marine Reporting

Group Company Coordinated Regulatory Responses

Control Self Assessment

Quarterly Reporting of Compliance Issues

Regulatory Reporting

Security Deposits

Certificates of Authority

Annual Statement

Regulatory Liaisons for the Company

Regulatory Affairs

Market Conduct Examinations

Anti-Fraud

Litigation Management

Suits against the Company

Retain outside counsel

Interal coordination of litigation (management)

This excludes Claims matters or Claims-related litigation

Liaison between internal business decision-makers and outside counsel with respect to strategic decisions faced by the Company in litigation

Likelihood of Confusion?

Consumer Complaint Responses

Internal Facing Roles

Department supports Executive and Senior Management-Level decision-making

Legal is involved on multiple potential fronts

Direct advice giving

Retention of outside counsel as subject matter experts

Direct handling of assigned affairs for the Company

Department also functions in support of the operations units and business units of the Company

Support includes analysis of legal issues, policy and wording interpretation, contract review, etc. for areas such as Claims, Excess Underwriting, Large Casualty and Business Development

Claims - Master Service Agreement issues

Excess/Large Casualty - BOR Matters

BD - Corporate Communications

Support of Operations through work with the Human Resources, Finance and Information Services

Employment law and Financial Regulatory matters dominate work done with Human Resources and Finance

Provide legal assistance with wording, document creation and review and legal support underlying decision-making for LPT and Assumed Reinsurance lines of business

LPT Agreements

Treaty wording

Non-Disclosure Agreements

INTEGRITY

TEAMWORK

RELATIONSHIPS

STABILITY

BALANCE