Travelers 2006 Annual Report Download - page 277

265
Exhibit
Number Description of Exhibit
10.36* TPC Benefit Equalization Plan was filed as Exhibit 10.24 to TPC’s annual report on
Form 10-K for the fiscal year ended December 31, 2002, and is incorporated herein by
reference.
10.37* The St. Paul Travelers Companies, Inc. Deferred Compensation Plan effective December 1,
2004 was filed as Exhibit 99.1 to the Company’s Registration Statement on Form S-8
(Registration No. 333-120998) dated December 3, 2004, and is incorporated herein by
reference.
10.38* The Company’s Senior Executive Performance Plan was filed as Exhibit 10.1 to the
Company’s quarterly report on Form 10-Q for the fiscal quarter ended March 31, 2005, and is
incorporated herein by reference.
10.39Amended and Restated Tax Allocation Agreement, dated as of March 27, 2002, between
TPC and Citigroup Inc., was filed as Exhibit 10.2 to TPC’s quarterly reporton Form 10-Q for
the fiscal quarter ended March 31, 2002, and is incorporated herein by reference.
10.40* The St. Paul Travelers Companies, Inc. Severance Plan was filed asExhibit 10.39 to the
Company’s Form 10-K for the fiscal yearended December 31, 2005, and is incorporated
herein by reference.
10.41* Form of Non-Solicitation and Non-Disclosure Agreement, amending The St. Paul Travelers
Companies, Inc. Severance Plan, was filed as Exhibit 99to the Company’s Form 8-K filed on
February 16, 2006, and is incorporated herein by reference.
10.42* Assurance of Discontinuance with the Office of the Attorney General of the State of New
York, the Office of the Attorney General of the State of Illinois and the Office of the
Attorney General of the State of Connecticut was filed as Exhibit 10.1 to the Company’s
Form 10-Q for the fiscal quarter ended June 30, 2006, and is incorporated herein by
reference.
10.43* Stipulation with the New York State Department of Insurance was filed as Exhibit 10.2 to the
Company’s Form 10-Q for the fiscal quarterended June 30, 2006, and is incorporated herein
by reference.
12.1
†Statement regarding the computation of the ratio of earnings to fixed charges and the ratio of
earnings to combined fixedcharges and preferred stock dividends is filed herewith.
21.1
†Subsidiaries of the Company is filed herewith.
23.1
†Consent of KPMG LLP, Independent Registered Public Accounting Firm, with respect to the
incorporation by reference of KPMG LLP’s audit report into Registration Statements on
Forms S-8 of the Company (SEC File No. 33-24575, No. 33-49273, No. 33-56987,
No. 333-01065, No. 333-22329, No. 333-25203, No. 333-28915, No. 333-50941, No. 333-50943,
No. 333-67983, No. 333-63114, No. 333-63118, No. 333-65726, No. 333-65728, No. 333-84740,
No. 333-107698, No. 333-107699, No. 333-114135, No. 333-117726, No. 333-120998 and
No. 333-128026) and Forms S-3 (SEC File No. 333-92466, No. 333-92466-01, No. 333-98525,
No. 333-98525-01 and No. 333-130323) is filed herewith.
24.1
†Power of attorney is filed herewith.
31.1
†Certification of Jay S. Fishman, Chairman and Chief Executive Officer of the Company, as
required by Section 302 of the Sarbanes-Oxley Act of 2002 is filed herewith.