Travelers 2005 Annual Report Download - page 66

54
The Company, through its subsidiaries, owns an investment portfolio of income-producing properties
and real estate funds. Included in this portfolio are four office buildings inwhich the Company holds a
50% ownership interest located in New York, New York, which collectively accounted for approximately
15% of the carrying value of the property portfolio at December 31, 2005.
In the opinion of the Company’s management, the Company’s properties are adequate and suitable
for its business as presently conducted and are adequately maintained.
Item 3. LEGAL PROCEEDINGS
This section describes the major pending legal proceedings, other than ordinary routine litigation
incidental to the business, to which the Company or any of its subsidiaries is a party or to which any of the
Company’s property is subject.
Asbestos and Environmental-Related Proceedings
In the ordinary course of its insurance business, the Company receives claims for insurance arising
under policies issued by the Company asserting alleged injuries and damages from asbestos, hazardous
waste and other toxic substances which are the subject of related coverage litigation, including, among
others, the litigation described below. The Company continues to be subject to aggressive asbestos-related
litigation. The conditions surrounding thefinal resolution of these claims and the related litigation
continue to change.
TPC is involved in three significant proceedings (including a bankruptcy proceeding) relating to
ACandS, Inc. (ACandS), formerly a national distributor and installer of products containing asbestos. The
proceedings involve disputes as to whether and to what extent any of ACandS’ potential liabilities for
current or future bodily injury asbestos claims are covered by insurance policies issued by TPC. The status
of the various proceedings is described below.
ACandS filed for bankruptcy in September 2002 ( In re: ACandS, Inc., pending in the U.S. Bankruptcy
Court for the District ofDelaware). In its proposed plan of reorganization, ACandS sought to establish a
trust to pay asbestos bodily injury claims against it and sought to assign to the trust its rights under the
insurance policies issued by TPC. The proposed plan and disclosure statement filed by ACandS claimed
that ACandS had settled the vast majority of asbestos-related bodily injury claims currently pending
against it for approximately $2.80 billion. ACandS asserts that, based on a prior agreement between TPC
and ACandS and ACandS’ interpretation of the July 31, 2003 arbitration panel ruling described below,
TPC is liable for 45% of the $2.80 billion. On January 26, 2004, the bankruptcy court issued a decision
rejecting confirmation of ACandS’ proposed plan of reorganization. The bankruptcy court found,
consistent with TPC’s objections to ACandS’ proposedplan, that the proposed plan was not fundamentally
fair, was not proposed in good faith and did not comply with Section 524(g) of the Bankruptcy Code.
ACandS has filed a notice of appeal of the bankruptcy court’s decision and has filed objections to the
bankruptcy court’s findings of fact and conclusions of law in the United States District Court. TPC has
moved to dismiss the appeal and objections and has also filed an opposition to ACandS’ objections.
An arbitration was commenced in January 2001 to determine whether and to what extent ACandS’
financial obligations for bodily injury asbestos claims are subject to insurance policy aggregate limits. On
July 31, 2003, the arbitration panel ruled in favor ofTPC that asbestos bodily injury claims against ACandS
are subject to the aggregate limits of the policies issued to ACandS, which have been exhausted. In
October 2003, ACandS commenced a lawsuit seeking to vacate the arbitration award as beyond the panel’s
scope of authority (ACandS, Inc. v. Travelers Casualty and Surety Co., U.S.D.Ct. E.D. Pa.). On
September 16, 2004, the district court entered an order denying ACandS’ motion to vacate the arbitration
award. On January 19, 2006, the United States Court of Appeals for the Third Circuit reversed the district
court’s decision and declared the arbitration award void on proceduralgrounds. On February 8, 2006, TPC