STATEMENT OF PARTICULARS OF THE ARRANGEMENT TO TRANSFER INSURANCE BUSINESS
ARNOLD CLARK INSURANCE (MALTA) LIMITED
of The Landmark, Level 1, Suite 2
FORTEGRA EUROPE INSURANCE COMPANY LTD.
of The Reed Centre, Blue Harbour
Ta’ Xbiex Marina
Arnold Clark Insurance (Malta) Limited (the “Transferor”), is an insurance undertaking registered and incorporated under the laws of Malta and authorised by the Malta Financial Services Authority (“MFSA”) in Malta under the Insurance Business Act (the “Act”), to carry on the business of general insurance in classes 1, 2, 3, 8, 9 ,10, 13, and 16 (as described in the Third Schedule of the Act and Annex I of Directive 2009/138/EC) and was permitted to cease to carry on general business of insurance by the MFSA on the 9th April 2019 with effect from 21st March 2019 subject to the conditions of such permission and the provisions of the Act.
Fortegra Europe Insurance Company Ltd (the “Transferee”), is an insurance undertaking registered and incorporated under the laws of Malta and authorised by the MFSA in Malta under the Act, to carry on the business of general insurance in classes 3, 8, 9 , and 16 (as described in the Third Schedule of the Act and Annex I of Directive 2009/138/EC).
The Transferor has written Monthly Vehicle Replacement Insurance (“VRI”) policies since December 2015. Monthly VRI policies are designed to pay the difference between the amount the policyholder receives from the Motor Insurance Policy in the event of a Total Loss of the Insured Vehicle following accidental damage, fire or theft and the greater of the amount the policyholder paid for the Insured Vehicle or the Finance Settlement up to the maximum stated in the Policy Schedule. The policies are monthly rolling insurance policies which means they run for consecutive periods of one month at a time for up to a maximum of 48 months in duration.
A portfolio transfer agreement (the “Agreement”) will be executed, under which the Transferor agrees to transfer all the rights and obligations arising out of all Monthly VRI policies of Class 16 general business of insurance written by the Transferor since the commencement of its writing such business of insurance from Malta until the Effective Date (defined hereafter) (the “Portfolio”), and the Transferee agrees to acquire and assume, all the rights and obligations of the Transferor arising out of the Portfolio (the “Portfolio Transfer”). The Portfolio Transfer is subject to the approval of the MFSA in terms of article 33 of the Act (the “Approval”) and will become effective at 11.59pm on the last day of the calendar month in which MFSA approval is received (the “Effective Date”).
In fulfillment of paragraph 4, the Transferee has undertaken, always subject to the Approval being granted and with effect from the Effective Date, to pay, satisfy and discharge all claims, obligations, liabilities, costs and expenses of the Transferor, whether outstanding, future, contingent or otherwise and owed to policyholders and third parties interested:
5.1 arising out of the said Portfolio including (a) any Monthly VRI policies disputed in court and (b) claims incurred but not reported to the Transferor at the Effective Date;
5.2 generally in respect of the Portfolio of the Transferor; and for which, in terms of the Act, the Transferee may be responsible consequent to any authorisation held by it under such Act.
In terms of article 34(1) (b) of the Act the Act, the Agreement also provides for the continuation by or against the Transferee of any legal proceedings instituted by or against the Transferor relating to the rights and obligations under the insurance policies included in the Portfolio Transfer.
The position of the Transferor’s policyholders will remain unchanged as a result of the Portfolio Transfer except that: The Transferee will issue a new policy document to each policyholder which will provide the same level of benefits to policyholders but with updated complaints procedures, claims procedures, cancellation clause and data protection notice which will be set out in the written notice to policyholders; and all matters arising under the insurance policies included in the Portfolio Transfer, be they in respect of claims, requests for changes in cover, or other issues, should from the Effective Date be referred to the Transferee.
The Transferor shall send a written notice of the carrying out of the said Portfolio Transfer to each person who is a policyholder under a policy included in the Portfolio Transfer and any person who claims an interest in such policy.
Every interested policyholder and every other person who claims an interest in a policy included in the Portfolio Transfer is reminded that he may wish to seek professional advice on this matter.
Every interested policyholder and every other person who claims an interest in a policy included in the Portfolio Transfer is entitled to make written representations concerning the Portfolio Transfer. Any such representations should be addressed to and received by the Insurance & Pensions Supervision Unit of the Malta Financial Services Authority, Triq l-Imdina, Zone 1, Central Business District, Birkirkara, CBD 1010, Malta, by not later than 25 June 2020.