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Depopulation Proposal - Requirements Checklist

COMPANY: __Southern Oak Insurance Company ________________________________________ Depopulation with no bonus

Depopulation with Bonus

Depopulation with Bonus and without Bonus

Official proposal must include: Tab

Copy of DFS Permit to form an Insurance Company or an existing Florida Certificate of Authority

A

Identity, ownership, officers, history and financial resources of the company including most recent quarterly and annual statement and three year pro formas.

B

Nature and extent of the company’s residential insurance experience, particularly in the state of Florida; and its underwriting, policy administration and claims

administration capabilities including catastrophe response. Include computer system capacity information.

C

Number, type, geographic distribution, and other characteristics of policies to be removed

D

Reinsurance program overview, including identity and ratings of reinsurers,

attachment points, layers and integration with the FHCF; graphical representation of reinsurance structure to the 100 year PML

E

Summary of Agency Management including approach to address Consumer Choice Law and whether or not the company is writing business in the voluntary market

F

Premium to surplus ratio, gross and net G

A.M. Best, Demotech, Inc. and other ratings H

Detailed summary of Underwriting Rules, Policy Form and Rate differences between Citizens and Company

I

Explain companies participation in depopulation bonus programs J

For depopulation bonus, assurance that the policies meet requirements of secondary mortgage market, if required (e.g. mobile home not required)

K

State an understanding that Citizens will use its own discretion and judgment in the policy selection process

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TAB A Department of Financial Services - Permit

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Southern Oak Insurance and Southern Oak Management, LLC are 100% wholly owned by Southern Oak Holding Company, LLC. The following is a summary of the Holding Company ownership.

Owners Titles:

Stephen John Pajcic, III & Family Treasurer Gary Curtis Pajcic & Family Secretary Tony Alexander Loughman President

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TAB B

Assumptions Used in Pro-forma Financial Statements

Initial Capitalization

Holding Company started with $6.5M in cash and inv assets.

Holding Co comprised of Southern Oak Ins. Co. (InsCo) and Southern Oak Managers (MGA ). $5.5M statutory surplus in InsCo. $1M starting equity in MGA.

Takeout Portfolio

1st takeout of 12,500 pols in mo 1and 10,000 pols in mo 4 at inf prem of $1100.

7% annual increases on renewals , 5% from rate increases, remainder from exposure increases.

Assumes a mix of 84% HO business, 15% DP, all comprised of annual statement line of business Fire, and 1% Inland Marine.

Assumes uniform distribution of eff dates along with 3 month blackout period, leading to unearned prem=62.5% of inf prem.

Ceding commission from Citizens of 16%.

Attrition rates of 20%, 15%, 15% on takeout business in yrs 1,2,3. Voluntary Portfolio

Ind Agent voluntary business starts in mo 7. Ramp -up in pols from 100/mo to 300 by end of mo 12, ramp up to 500/mo in yr 2, to 600/mo in yr 3.

Attrition rates of 15%, 12%, 12% on voluntary business in yrs 1,2,3.

Avg prem of $1100 thru mo 12, then 7% annual increases thereafter, 5% from rate increases, remainder from exposure increases.

Reinsurance

50% quota share treaty, ceding commission of 27%. QS covers catastrophes .

Company pays full FHCF premium. Company pays catastrophe reinsurance at market rates. Effect of 2004 FHCF expansion estimated.

$0.75M cat retention yrs 1-2, $1M yr 3. PML:Prem of 3.5:1 in yr 1. Expenses

$22 per policy inspection fee incurred by company for 20% of takeout policies, 60% of new business voluntary policies, and 25% of renewal voluntary policies.

$1 per policy mapping fee incurred by company for takeout and new business voluntary policies.

General expenses incurred by company including boards, bureaus, licenses, insurance, and legal costs of $349k, $193k, 122k yrs 1-3.

Premium tax rate of 1.5% incurred by company. Agent commission rate of 13% paid by MGA.

MGA commission rate of 22%, with company-paid expenses (licenses, per-policy acquisition costs, loss adjustment expenses) netted out. MGA is not paid commission for policies assumed from Citizens until they are renewed. MGA administers policy and claims functions. MGA pays salaries, computer systems costs, rent, most professional fees, telecommunications, and general office expenses.

Loss and LAE

Loss ratios of 35.4%, 33.0%, 31.8% in yrs 1-3.

ULAE ratio of 6% of premium and ALAE ratio of 1.9% of premium in yrs 1-3. Other Assumptions

Investment yield of 3% on non-cash assets, 1% on cash.

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Plan of Operations

Executive Summary

Southern Oak Insurance Company (SOI) will be a Florida domiciled insurance company established to provide residential coverage to homeowners in the state of Florida. It will be privately funded and capitalized to $6,500,000. SOI’s home office will be located in Jacksonville, FL.

Three companies will be established. Southern Oak Holding Company. LLC (SOHC) is the parent company for the SOI and for Southern Oak Management, LLC (SOM). Investors and management will own SOHC. SOI and SOM will each be 100% wholly- owned by SOHC. The management team’s equity will establish an entrepreneurial attitude and commitment to success.

A four-person team comprises the executive management team with support level employees added as needed. The management team has over 50 years of insurance experience. Additionally, SOM will enter third party agreements with respected firms that include the MacNeill Group, Guy Carpenter and Company, Premier Adjusting Services, Inc., and Colodny, Fass, Talendfeld, Karlinksy and Abate.

With the assistance of its vendors, SOM’s management team is poised to capitalize on its expertise of the Florida insurance marketplace and knowledge of Citizens Property Insurance Corporation’s book of business. Underwriting strategies based on

construction, year built, type of product form, geographic spread and pricing provide SOI with a unique opportunity to gain market share while managing underwriting loss.

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TAB C

(A) Management

The management team consists of a four-person team that has over 50 years insurance industry experience. SOM will contract with industry leading vendors to provide further insight. The vendors include the MacNeill Group for policy administration, marketing and financial, Premier Adjusting Services for claims, Guy Carpenter and Company for reinsurance, Premier Adjusting Services for claims adjusting, and Colodny, Fass, Talendfeld, Karlinksy and Abate. These vendors have worked together in the past with start-up insurance companies adding another advantage to this venture. The following is a summary of the SOM management staff.

President – Tony A. Loughman, CPCU, ARM

Mr. Loughman has over 12 years of insurance experience having performed the duties of Claims Adjuster, Underwriter, Underwriting Operations Manager, Director of Corporate Underwriting and Agency Administration and Chief Underwriting Officer. As Chief Underwriting Officer Mr. Loughman directed all Citizens rate, rule and form filings, directed activities of a third party actuary, developed a Quality Assurance and Training Department and directed hurricane modeling analysis. During his career, Mr. Lo ughman has developed insurance products and rates and anticipated and responded to the

insurance market. In recent years, he has performed detailed analysis on the top 20 companies in Florida including geographic rates charged and products offered.

Addit ionally, Mr. Loughman has spent considerable time with hurricane modeling and working with reinsurance brokers. Mr. Loughman managed the first Wind Only Take out from Citizens Property Insurance and directed the Citizens Depopulation Program.

He holds the Chartered Property and Casualty Underwriter (CPCU) designation,

Associate in Risk Management (ARM) designation, Bachelors of Science degree as well as a Masters Degree in Business Administration.

Chief Financial Officer – To be named

SOM will contract with MacNeill Group to fill this role the first 6-12 months. MacNeill Group provides this service to other insurance companies and can provide this function at a cost savings during the initial year while establishing benchmarks for the Board of Directors. The use of MacNeill to perform this function allows for an independent review of SOHC, SOI and SOM’s financial plan and results at the early stages.

A Chief financial officer will be hired within the first year. The CFO will be a Certified Public Accountant with approximately 10 years experience and at least 5 years specific to the insurance industry.

Vice President of Claims – Name withheld

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companies in adjusting losses, filed permits and performed other activities related to the restoration of homes following an insurance loss. Additionally, while with an insurance company he served in catastrophe response operations and as company spokesperson. This individual holds an undergraduate degree in Banking and Finance and has a master’s degree.

Vice President of Underwriting – Name withheld

The Vice President of Underwriting has over 20 years underwriting experience and three years claims experience. His experience includes 13 years of managerial experience, including time as an Associate Territorial Underwriter Manager and Underwriting Operations Manager. He has been respons ible for oversight of all aspects of processing. This person has also directed a nation-wide Quality Review program for the underwriting department and assisted with training.

This indivdual holds a Bachelor of Science degree with a major in Finance.

The following provides a summary of how each of the following areas will be handled by Southern Oak.

(1) Marketing – The MacNeill Group will appoint agents representing Citizens depopulation policies. MacNeill will continue to perform administrative activities in the acquisition of policies and licensing of agents.

(2) Underwriting – All members of the management along with input of MacNeill will be involved in establishing Southern Oak’s underwriting guidelines. (3) Rating – All members of the management along with the assistance of

MacNeill will be involved in establishing Southern Oak’s rates. Rates will be based on Citizens rates and then massaged based on rate of the top three to five insurance companies, while being balanced with marketing strategies to achieve company spread of risk.

(4) Reserving - The CFO and VP of Claims with assistance from CatManDo, Inc. Adjusting and the MacNeill Actuarial Services will establish reserving techniques.

(5) Reinsurance – Southern Oak will employ the services of Guy Carpenter. (6) Claims Handling - SOM will contract with a CatManDo, Inc for daily claims,

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TAB C

(7) Accounting – Accounting services will be performed by the MacNeill Group during the first 6-12 months until such time that a Chief Executive Officer can be appointed. Additionally, the use of an independent CPA to review

MacNeill’s work will be acquired.

(8) Investments – Southern Oak will employ the services of Merrill Lynch. (9) Managing General Agents – Southern Oak Insurance Company will employ

the services of Southern Oak Management, LLC.

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(B) Market Conditions

The Florida population has grown by 971,000 people over the last three years. In March 2004, the last month for which state-by-state statistics are available, more housing

permits were issued in Florida than in any other state, a 33% increase from March 2003.1 The current admitted insurance companies have not kept pace with the growing demand for homeowner’s insurance coverage. As a result, Citizens Property Insurance

Corporation, the state’s insurer of last resort, has grown from 67,000 policies in 2000 to over 400,000 policies as of September 2004.

This scenario happened once before in 1993. In the years following Hurricane Andrew (1992), Citizens (formerly known as the Florida Residential Property and Casualty Joint Underwriting Association (FRPCJUA)) grew to over 900,000 policies. Within a couple of years the state’s insurer of last resort had become the second largest insurer in the state, second only to State Farm. To stem the growth and stimulate capital into the Florida private insurance market, the Legislature allowed Citizens to pay bonuses to admitted insurance companies willing to remove polices. The result was over one million policies were removed from Citizens bringing its policy count down to 67,000 policies in 2000.

Ten companies either started or enhanced by Citizens depopulation that began after 1993 represent half the top 20 homeowner insurance companies in the state. These ten

companies represent 20% of the entire homeowner’s market. The following table

identifies the top 20 residential property insurers in the state of Florida and illustrates the ten companies enhanced by Citizens depopulation.

1

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TAB C

Rank Company Name Written Premium Market Share

1 State Farm Florida Insurance Company 754,331,475 23.50%

2 Allstate Floridian Insurance Company 337,931,799 10.50%

3 United Services Automobile Association 166,676,752 5.20%

4 Nationwide Insurance Company of Florida 150,807,339 4.70%

5 Clarendon National Insurance Company 131,134,841 4.10%

6 USAA Casualty Insurance Company 86,895,659 2.70%

7 Clarendon Select Insurance Company 81,674,314 2.50%

8 Qualsure Insurance Company 59,967,812 1.90%

9 First Floridian Auto & Home Insurance Co 57,848,322 1.80%

10 Hartford Insurance Co. Of The Midwest 54,503,491 1.70%

11 Liberty Mutual Fire Insurance Company 54,218,535 1.70%

12 Atlantic Preferred Insurance Company, Inc. 54,020,216 1.70%

13 Florida Select Insurance Company 53,905,610 1.70%

14 Vanguard Fire & Casualty Co. 53,682,762 1.70%

15 Southern Family Insurance Company 45,357,229 1.40%

16 United Property & Casualty Insurance Co. 44,259,946 1.40%

17 American Strategic Insurance Corp. 43,324,909 1.40%

18 Regency Insurance Company 40,970,300 1.30%

19 Axa Re Property & Causality Insurance Co 39,314,767 1.20%

20 Cypress Property & Casualty Insurance Co 37,865,489 1.20%

Start Up Company through Depopulation

Depopulation Assisted Companies

In July 2002, Citizens Property Insurance Company was formed through the merger of the Florida Residential Property and Casualty Joint Underwriting Association

(FRPCJUA) and the Florida Windstorm Underwriting Association (FWUA). With the merger of these two entities, new Consumer Choice language was created to protect the policyholder from having to switch agents without their consent. This new language resulted in a halt in depopulation as Citizens and the private companies tried to

understand the impact of the new language and how to facilitate depopulation in the most effective way. In January 2004 this issue was resolved and depopulation of Citizens policies resumed.

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IT System

SOI will utilize BIPT, an established insurance operating system currently utilized by Citizens. The licensing of this system will allow SOI, its vendors and agents to immediately transact business with minimal to no training. The system allows for internet access allowing for great flexibility for agents and the selection of SOI’s third party vendors.

Underwriting Partner

MacNeill Group, an established Managing General Agency, will assist with the daily processing for SOI. MacNeill has an excellent reputation with the Department of

Financial Services, Agencies and with the members of SOM through previous business. MacNeill currently utilizes the insurance operating system selected for SOI and has experienced underwriters and customer service personnel that can be dedicated to SOI. Additionally, MacNeill is contracted by Citizens as a third party administrator making them an ideal vendor to support SOM during the depopulation process.

Claim Losses – Daily Claims and Catastrophe Response

Claim losses generally represent the largest cost for an insurance company. Therefore, the expertise in underwriting and claims management skills, which are the key strengths of Southern Oak’s management team, are key to SOI’s success.

Claims Handling Process - Policyholders will contact their agent or phone SOI’s toll free number that will allow them to report a claim. Southern Oak Management will initiate the claims process by taking the first notice of loss and then assigning the claims to CatManDo, Inc.

Catastrophe Management – SOM will design a catastrophe management plan to effectively handle a hurricane or multiple hurricanes striking the state of Florida

affecting its policyholders. This plan will be interwoven with the abilities of CatManDo, Inc. as well as other agreements with additional claim companies to ensure claims are handled timely and accurately.

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TAB D

Initial Summary of first policies removed from Citizens

LOB Policies Total Insured Value

HO3 11,153 2,343,877,778 HO4 1,973 66,677,225 HO6 5,267 233,931,961 DWF 1,352 186,179,594 Total 19,745 2,830,666,558

County Summary

COUNTY TIV Policy

Count PREMIUM % of Total Value

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TAB E

Reinsurance

Reinsurance is a major part of the financial equation for any insurer to assure spread of risk and financial stability in the face of catastrophes. The Florida insurance market is unique in that it provides insurers the opportunity to purchase reinsurance cover at less than the market price through a state facility known as the Florida Hurricane Catastrophe Fund (FHCF). The private reinsurance market will be utilized to augment the FHCF coverage providing coverage up to the 1 in 100 year storm as required by the Department of Financial Services.

Reinsurance Broker

SOM has entered into an agent of record agreement with Guy Carpenter. Guy Carpenter, the world's leading reinsurance intermediary, provides highly specialized reinsurance services to clients worldwide. Guy Carpenter’s role is to work with Southern Oak’s management to obtain the most optimal spread of risk with cost effective reinsurance treaties. As part of their service, Guy Carpenter will provide hurricane analysis and operational expertise on managing hurricane exposure. Guy Carpenter’s role in the policy selection process is essential since reinsurance expenses account for a significant portion of every premium dollar received.

Capitalizing on the advantages of reinsurance today requires a unique combination of capabilities. It demands a high level of consultative and specialty reinsurance expertise and state-of-the-art analytical resources. Properly structured, reinsurance will help SOI manage balance sheet risk and control earnings volatility.

At the core of Guy Carpenter is a team of the industry's foremost reinsurance

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reinsurance treaty will be established to assure coverage for higher valued risks in the portfolio. Southern Oak will also purchase reinstatement cover to protect the company against a second event.

Southern Oak’s Core Reinsurance Program will be comprised of: – 50% Quota Share - $1.5M occurrence limit

– Property Catastrophe Excess of Loss up to $70M – Reinstatement Premium Protection

– FHCF - estimated 90% of $53.9M excess $14.4M SOI will also ask for quotes on the following coverages:

– Aggregate Excess of Loss - $1.5M excess $750,000 – Top and Drop Cover

Core Reinsurance Structure

Reinsurance is a major part of the financial equation for any insurer, assuring spread of risk and financial stability in the face of catastrophes. The Florida insurance market is unique in that it provides insurers the opportunity to purchase reinsurance cover at less than the market price through a state facility known as the Florida Hurricane Catastrophe Fund (FHCF). The FHCF is a reinsurance entity created by the Legislature in 1993 to provide reinsurance for companies at reduced rates compared to the private reinsurance market. During the 2004 Legislative Session, which ended April 30, 2004, the

Legislature passed SB 2488 increasing the capacity of the Florida Hurricane Catastrophe Fund (FHCF) for the 2004-2005 Contract Year up to $15 billion dollars and resetting the insurance industry aggregate retention to $4.5 billion. Southern Oak will elect the 90% option for coverage from the Florida Hurricane Catastrophe Fund. The FHCF premium calculation related to the first takeout of policies (20,000) is $1,978,805 which equates to approximately 8.35% of the gross annual premium. Therefore we would expect that the FHCF for the upcoming wind season to be 90% of $53,979,370 xs $14,367,506.

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TAB E

RPP

Catastrophe Excess of Loss

Quota Share and Net Retention FHCF

The company will purchase Property Catastrophe Excess of Loss up to $70,000,000 which will secure the company for loss occurrences up to the 1 – 100 year event as modeled by RMS version 4.4.

The Florida Hurricane Catastrophe Fund will inure to the benefit of the Property Catastrophe Program. The company would also request quotations for Reinstatement Premium Protection for each of the layers listed above.

Southern Oak will purchase a 50% Quota Share Reinsurance Agreement which will provide Property Catastrophe coverage for 50% of the first $1,500,000 of catastrophe losses on an occurrence basis.

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In addition to the core purchase of reinsurance, Southern Oak will seek to purchase coverage for multiple events in a single storm season with an Aggregate Excess of Loss Program that will provide coverage of 100% of $1,500,000 xs $750,000 in the aggregate, after one $750,000 retention from a catastrophe loss.

The coverage afforded by the aggregate excess reinsurance to the company is for the second and third retention in the event of multiple storms. This would be a top layer of catastrophe protection (referred herein as “Top and Drop”) that would provide coverage of the first and second excess layers ($20,000,000 xs $750,000) in the event of a third occurrence.

RPP

Catastrophe Excess of Loss

1st Reinstatement of

(Optional) Top and Drop Cover Catastrophe Exces of Loss

Aggregate Excess Quota Share and Net Retention

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TAB E

Following is a list of the primary reinsurers used to place Florida business. These

reinsurers have significant experience in the state, are familiar with the needs of start ups and provide the stability essential for a new insurance organization. They will be

augmented by others as the final reinsurance program is designed. A copy of proposed reinsurance agreements which highlight the kind of language follow under tab 3-G. Upon finalization of reinsurance contracts, a copy will be submitted to the Office of Insurance Regulation.

Reinsurer Details

Reinsurer Name AM Best Rating AM Best Rating Date S&P Rating S&P Rating Date Surplus Surplus Date Allied World Assurance U/W by IPCRe U/W Svc A+

American Re-Insurance Company-Brokered Group A+ G 6/30/2004 A FSR 6/30/2004 3,401,209,000.00 3/31/2004 Arch Reinsurance Ltd A- 6/30/2004 1,807,393,000.00 12/31/2003 AXIS Reinsurance Company A G 6/30/2004 A FSR 6/30/2004 504,503,000.00 3/31/2004 Converium Reinsurance (North America) Incorporated A- G 7/20/2004 A- FSR 7/20/2004 775,499,000.00 3/31/2004 Employers Reinsurance Corporation A G 3/31/2004 A+ FSR 3/31/2004 5,157,468,000.00 3/31/2004 Endurance Specialty Insurance Limited A 6/30/2004 A- FSR 6/30/2004 1,633,022,000.00 12/31/2003 Everest Reinsurance Company A+ G 6/30/2004 AA- FSR 6/30/2004 1,842,510,000.00 3/31/2004 Montpelier Reinsurance Ltd A 5/25/2004 A- FSR 3/31/2004 1,769,979,000.00 3/31/2004 National Indemnity Company A++ G 3/31/2004 AAA FSR 3/31/2004 23,862,560,000.00 3/31/2004 Odyssey America Reinsurance Corporation A G 7/6/2004 A- FSR 3/31/2004 1,601,286,000.00 3/31/2004 Platinum Underwriters Reinsurance, Inc A G 6/30/2004 402,667,000.00 3/31/2004 Quanta Reinsurance Ltd. A-G 12/31/2003 502,896,012.00 12/31/2003 Swiss Re U/W (US) o/b/o Swiss Re America Corp A+ G AA FSR

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Agency Management

SOI will be started with an initial Citizens depopulation of up to 40,000 residential policies. This strategy will allow SOI to generate substantial revenue streams with minimal marketing costs. The 40,000 policies will be managed to ensure proper classification and rating of risks during the first 12 months. The financials created for SOI project a conservative policy retention rate of 70%. To ensure that retention rates meet or exceed the 70% projection, a competitive

commission rate will be paid to the agencies servicing the policy, providing agents a financial incentive to keep the policies with Southern Oak.

SOM will contract with MacNeill Group to appoint agents for the policies selected for Citizens removal. This approach provides an efficient means to completing the agency appointments with an expected 90% appointment success rate that allows for a more stable financial model to be produced.

Contracts with independent agents will be established with competitive commission rates paid to agents. Initial contracts are limited to servicing and renewing those policies removed from Citizens. During the first 6-12 months SOI will review the profitability of its agents and its spread of risk throughout the state of Florida and then develop an Exposure Management program that allows agents to write new business in order to maintain Southern Oak’s policy count between 30,000 and 40,000 policies. This policy count range is determined to be the optimal number of Florida policies in light of reinsurance cost and probable maximum loss that can be sustained by an insurance company.

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TAB F

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Southern Oak 2004 Data Analysis

Data Facts:

Total Policies 19,745

Total Portfolio Value 2,830,666,558

Total Value A 1,760,938,555

Total Value C 881,435,714

Total Value D 188,292,289

Total Premium 23,686,275

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TAB H

Financial Rating - Demotech, Inc.

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Underwriting Rules, Policy Forms and Rates

Southern Oak Insurance Company has taken Citizens Underwriting Manual as it starting point. Modifications have been made to the manual to place Southern Oak more in line to the voluntary market.

Southern Oak will utilize ISO 2000 as its base policy form and modify with approval from the Office of Insurance Regulation. Citizens currently utilizes the HO 0091 ISO. In general, ISO 2000 provides additional coverage and more clarity to the coverage provided under the 91 form. Initial rates (prices) will be established at no greater than 99% of the approved Citizens rates with reduced rates in geographic based on marketing strategies balanced with catastrophe models and reinsurance costs. Rates will be reviewed no less than two times.

Initially SOI will provide residential property insurance coverage to Florida risks. Coverage forms will include Homeowners Type 3, Homeowners Type 4, Homeowners Type 6, Mobile Homes and Dwelling Fires as these are the personal residential product lines that Citizens Property Insurance Corporations provides. Additionally, SOI will explore adding other lines of profitable business such as personal article policies that insure jewelry, art work, etc. for the homeowner at stated value. This product line would further expand SOI’s portfolio of business by providing the agents with an add-on product to the homeowner’s policy. Personal article policies are not subject to high reinsurance cost. This creates a positive impact on SOI’s financial model as reinsurance costs are driven by building values.

Department of Financial Services - Code Direct Line of Business

0010 Fire

0040 Homeowners Multi Peril 0090 Inland Marine

To provide an optimal spread of risk, hurricane modeling will be utilized to balance exposure over the entire state of Florida. SOI will provide coverage limits up to $1.5 million dollars with an average building exposure of $170,000. The amount of coverage for any one risk will be managed based on geographic locations, construction type and other underwriting criteria during the Citizens depopulation selection process. This strategy allows for management to spread property exposure to achieve favorable reinsurance costs.

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TAB J

Depopulation Bonus Participation

Southern Oak Insurance Company is looking to qualify under Depopulation Plan A.

Takeout Incentive Program A

1. The takeout company must remove a minimum of 10,000 policies with wind coverage from the Personal Lines Account during the takeout contract period. 2. Of the policies with wind coverage removed from the Personal Lines Account, at

least 40% must cover residential properties with HO2, HO3 or Dwelling Fire policies located in Miami- Dade, Broward or Palm Beach Counties.

3. A takeout bonus will be paid at the rate of 12.5% of policy premium for each policy with wind coverage in coastal counties removed from the Personal Lines Account.

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TAB L

S O U T H E R N O A K I N S U R A N C E C O M P A N Y

December 3, 2004 Robert L. Ricker

President

Citizens Property Insurance Company 101 North Monroe Street, Suite 1000 Tallahassee, FL 32301

RE: Southern Oak Insurance Company Dear Bob:

Southern Oak Insurance Company acknowledges that Citizens will utilize its own discretion and judgment in the policy selection process. Additionally, we look forward to working with you and your staff to make this depopulation a positive experience for all parties.

Sincerely,

Tony A. Loughman, CPCU, ARM President

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