Last Updated: August 13, 2019
Acquisition of Control of Capitol Indemnity Corporation and Capitol Specialty Insurance Corporation by Alleghany Corporation and Alleghany Insurance Holdings LLC
Alleghany Corporation and Alleghany Insurance Holdings LLC filed a Form A dated August 7, 2019, whereby the approximately 25% ownership of the shares of CapSpecialty, Inc., owned by Transatlantic Reinsurance Company would be sold to Alleghany Insurance Holdings LLC, which already owns approximately 75% of the shares of CapSpecialty, Inc. CapSpecialty, Inc., among other holdings, directly owns 100% of Capitol Indemnity Corporation and indirectly owns 100% of Capitol Specialty Insurance Corporation, each of which are Wisconsin-domiciled insurance corporations. Alleghany Insurance Holdings LLC is a direct wholly owned subsidiary of Alleghany Corporation, while Transatlantic Reinsurance Company is an indirectly wholly owned subsidiary of Alleghany Corporation. The filing is subject to 611.72 (3m), Wis. Stat., which does not require a hearing for a proposed plan of merger or other plan for acquisition of control between affiliates.
Form A and its Exhibits:
- Cover letter to The Honorable Mark V. Afable, Commissioner of Insurance, from Allison J. Tam, Willkie Farr & Gallagher LLP dated August 7, 2019
- Form A dated August 7, 2019
- Exhibit A: Alleghany Corporation's Form 10-K for the fiscal year ended December 31, 2018
- Exhibit B: Capitol Indemnity Corporation's Insurance Holding Company System Annual Registration Statement on Form B, dated May 28, 2019
- Exhibit C: Capitol Indemnity Corporation's Annual Statement for the year ended December 31, 2018
- Exhibit D: Post-Restructuring Organizational Chart of the Applicants
- Exhibit E: Alleghany Corporation's Definitive Proxy Statement, dated March 15, 2019
- Exhibit F: List of Directors and Executive Officers of Alleghany Insurance Holdings LLC [CONFIDENTIAL]
- Exhibit G: Capitol Indemnity Corporation's Quarterly Statement for the quarter ended March 31, 2019
- Exhibit H: Capitol Specialty Insurance Corporation's Quarterly Statement for the quarter ended March 31, 2019
- Exhibit I: Alleghany Corporation's Form F Enterprise Risk Report for the year ending December 31, 2018 [CONFIDENTIAL]
Decision: