Travelers 2014 Annual Report Download - page 35

Table of Contents
Ireland are conducted through the Irish branch of Travelers Insurance Company Limited which is regulated by the Insurance Supervision
Departments of the Central Bank of Ireland (as to conduct) and also by the PRA.
TRV's managing agency (Travelers Syndicate Management Ltd.) of its Lloyd's syndicate (Travelers Syndicate 5000) is also regulated by the
PRA and the FCA, which have delegated certain regulatory responsibilities to the Council of Lloyd's. Travelers Syndicate 5000 is able to write
business in over 75 jurisdictions throughout the world by virtue of Lloyd's international licenses. In each such jurisdiction, the policies written by
Travelers Syndicate Management Ltd., as part of Lloyd's, are subject to the laws and insurance regulation of that jurisdiction. Travelers
Underwriting Agency Limited, which as an insurance intermediary is regulated by the FCA, produces insurance business for Travelers
Syndicate 5000.
A TRV subsidiary, Travelers Casualty and Surety Company, has a representative office in China. The representative office is regulated by the
China Insurance Regulatory Commission. A TRV subsidiary, TCI Global Services, Inc., has a liaison office in India. Insurance business in India is
regulated by the Insurance Regulatory and Development Authority. TRV has a 49.5% investment in JMalucelli, a joint venture holding company in
Brazil. JMalucelli's subsidiaries operate in the insurance and reinsurance business in Brazil and are regulated by the Superintendencia de Seguros
Privados.
Regulators in these jurisdictions require insurance companies to maintain certain levels of capital depending on, among other things, the type
and amount of insurance policies in force. Each of the Company's foreign insurance subsidiaries had capital significantly above their respective
regulatory requirements at December 31, 2014.
Insurance Holding Company Statutes
As a holding company, TRV is not regulated as an insurance company. However, since TRV owns capital stock in insurance subsidiaries, it is
subject to state insurance holding company statutes, as well as certain other laws, of each of its insurance subsidiaries' states of domicile. All
holding company statutes, as well as other laws, require disclosure and, in some instances, prior approval of material transactions between an
insurance company and an affiliate. The holding company statutes and other laws also require, among other things, prior approval of an acquisition
of control of a domestic insurer, some transactions between affiliates and the payment of extraordinary dividends or distributions.
Insurance Regulations Concerning Change of Control. Many state insurance regulatory laws contain provisions that require advance
approval by state agencies of any change in control of an insurance company that is domiciled, or, in some cases, having substantial business that
it is deemed to be commercially domiciled, in that state.
The laws of many states also contain provisions requiring pre
- notification to state agencies prior to any change in control of a non - domestic
insurance company admitted to transact business in that state. While these pre
- notification statutes do not authorize the state agency to
disapprove the change of control, they do authorize issuance of cease and desist orders with respect to the non
- domestic insurer if it is determined
that some conditions, such as undue market concentration, would result from the acquisition.
Any transactions that would constitute a change in control of any of TRV's insurance subsidiaries would generally require prior approval by
the insurance departments of the states in which the insurance subsidiaries are domiciled or commercially domiciled. They may also require pre
-
acquisition notification in those states that have adopted pre - acquisition notification provisions and in which such insurance subsidiaries are
admitted to transact business.
Two of TRV's insurance subsidiaries and its operations at Lloyd's are domiciled in the United Kingdom. Insurers in the United Kingdom are
subject to change of control restrictions in the Financial
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