RELIANCE NATIONAL (RN) 1997 KEY MANAGEMENT INCENTIVE PLAN (KMIP) EFFECTIVE FOR POLICY YEAR 1997 Table of Contents PARTICIPATION .. ...........................................Page 2 ADMINISTRATION .............................................Page 3 KMIP BONUS POOL ............................................Page 4 PLAN YEAR ..................................................Page 4 PRETAX OPERATING PROFIT ....................................Page 5 POLICY YEAR NET INVESTMENT INCOME ..........................Page 6 POLICY YEAR AVERAGE INVESTED ASSETS ........................Page 7 VESTING ....................................................Page 8 VESTING ADVISORY COMMITTEE .................................Page 9 DISTRIBUTION SCHEDULE ......................................Page 11 CHANGE OF CONTROL ..........................................Page 12 PARTICIPANTS STATEMENTS ....................................Page 13 MISCELLANEOUS ..............................................Page 13 EXHIBITS 1a & 1b - Hypothetical Example of Distribution Schedule 2 - Example of Participants Statement 3 - Example of Investment Income Calculation PARTICIPATION Participation for the plan year is represented by units assigned to each participant at the inception of the plan year. Each plan year will contain 1,300 units in total. This total may be reduced for forfeitures as a result of voluntary or involuntary terminations, or maintained by a redistribution of forfeited units to other participants at the discretion of the C.E.O. of Reliance National with the approval of the C.E.O. of Reliance Insurance Group. Units may be granted only to officers and key employees of RN selected by the Committee (as hereinafter defined). Nothing in this Plan, nor in the instrument evidencing the grant of units, shall in any manner be construed to limit in any way the right of RN to terminate a participant's employment at any time, without regard to the effect of such termination on any rights such participant would otherwise have under this Plan, or give any right to such a participant to remain employed by RN in any particular position, or at any particular rate of compensation, or to receive a grant of units for any other plan year. 2 ADMINISTRATION This Plan shall be administered by the Compensation Committee of the Board of Directors of Reliance Insurance Company or such body as may be designated by the Board of Directors of Reliance Insurance Company (the "Committee"). A majority of the Committee shall constitute a quorum thereof and the actions of a majority of the Committee at a meeting at which a quorum is present, or actions unanimously approved in writing by all members of the Committee, shall be the actions of the Committee. The Committee shall have full and final authority to interpret this Plan and the instruments granting units hereunder (which instruments need not be identical), to prescribe, amend and rescind rules and regulations, if any, relating to this Plan and, except as expressly provided to the contrary, to make all determinations necessary or advisable for the administration of this Plan (including, without limitation, determinations of pretax operating profits, policy year investment income, and all other financial calculations called for by this Plan). The Committee's determination in all matters referred to herein shall be conclusive and binding for all purposes and upon all persons including, but without limitation, participants under the Plan. No member of the Committee shall be liable for anything done or omitted to be done by such member or by any other member of the Committee in connection with the Plan, except for the willful misconduct or gross negligence of such member. The Committee shall have power to engage outside consultants, auditors or other professional help to assist in the fulfillment of the Committee's duties under the Plan at RN's expense. In making its determinations concerning the officers and key employees who shall receive grants under the Plan, as well as the number of units to be covered thereby and time or times at which they shall be granted, the Committee shall take into account the nature of the services rendered by the respective officers and key employees, their past, present and potential contribution to RN's success and such other factors as the Committee may deem relevant. The Committee shall also determine the form of instrument granting units hereunder and the terms and conditions to be included therein, provided such terms and conditions are not inconsistent with the terms of this Plan. The Committee may, in its discretion, waive any provisions of any grant, provided such waiver is not inconsistent with the terms of the Plan as then in effect. The Plan may be terminated or amended at any time and from time to time by the Board of Directors of Reliance Insurance Company. No termination or amendment of this Plan, without the consent of the holder of any units then granted, may terminate such holder's units or materially and adversely affect such holder's rights thereunder. 3 KMIP BONUS POOL The maximum bonus pool expressed as a percentage of policy year pretax operating profit (as defined) before bonuses is 13 percent, subject to the limitation described in the following section. The total of bonuses earned under all incentive plans of RN including KMIP, Regular MIP, and "Mini-MIP" may not exceed 13 percent of policy year pretax operating profits (as defined herein) before bonuses. The total of bonuses earned under all incentive plans of RN excluding KMIP may not exceed eight percent of calendar year GAAP pretax operating income before any provisions for bonus expenses. For example: 1997 policy year projected pretax operating profit (before bonuses) = $ 100,000,000 ------------- Limitation 13% = 13,000,000 Bonus earned under all other incentive = 7,000,000 plans (1) (Not to exceed 8% of calendar ------------- year GAAP pretax operating income before bonuses) Maximum KMIP bonus pool $ 6,000,000 ============= (1) This includes projected policy year earnings projected to ultimate for the Mini-Mip. A total of 1,300 KMIP units will be issued for each plan year and allocated to participants by the RN CEO. The bonus earned per unit for the plan year is equal to the KMIP bonus pool for the year divided by 1,300 units. In the above example, the amount earned per unit is equal to $4,615.00 ($6,000,000 / 1,300). If an individual was awarded 100 units, his/her share of the bonus pool would be $461,500 (100 units x $4,615 per unit). PLAN YEAR The term "plan year" comprises the period from January 1 to December 31 of the specified year during which an accounting will be made of premiums written and losses incurred on policies with effective dates from January 1 to December 31 of such year (termed "policy year"). 4 PRETAX OPERATING PROFIT Pretax operating profit for a plan year will be calculated on a policy year basis using statutory accounting principles as follows: Net policy year written premium $ xxxx (including retro, audit and similar ------ adjustments) Less: Net Policy year losses incurred $ xxxx Net Policy year loss expenses incurred $ xxxx Net Calendar year underwriting expenses* $ xxxx ------ ------ Underwriting gain (loss) xxxx Plus: Policy year cumulative net investment income (excluding realized capital gain or loss) xxxx ------ Total $ xxxx Plus: Other calendar year income (excluding realized capital gain/loss) xxxx Less: Other calendar year expenses (including policy year policyholder dividends) $ xxxx ------ Pretax operating profit $ xxxx ====== * Defined as the sum of calendar year operating expenses and acquisition expenses. - Operating expenses exclude all bonuses recorded under all incentive plans of Reliance National during the year. - Acquisition expenses are determined by multiplying the calendar year acquisition expense ratio by the policy year written premium. Pretax operating profit for a plan year will be recalculated at the end of subsequent calendar years. Policy year losses and loss adjustment expenses incurred will be based on loss and loss expense ratios provided by the Corporate Actuarial Department under the supervision of Reliance Insurance Company's Chief Actuary. Reasonable allocations will be made by Reliance Insurance Company to RN for Reliance Insurance Company's corporate overhead under the normal allocation methods. There will be no allocation to RN for "excess rent" and "excess lease costs." 5 POLICY YEAR NET INVESTMENT INCOME Policy year net investment income will be calculated by multiplying the average fixed income yield (excluding realized or unrealized capital gains or losses), net of investment expenses (excluding interest expense) per Reliance's statutory Consolidated Annual Statement for the calendar year which coincides with the plan year, by the average policy year invested assets (as defined) of RN for each calendar year. For example, for plan year 1997 the fixed income yield determined from the calendar year 1997 consolidated statutory statement would be used. This yield will be used in all subsequent calendar years to determine policy year net investment income for plan year 1997. For example: Calendar Year 1999- 1997 1998 2005 Total Average Invested Assets (RN) Policy Year 1997 xxxx xxxx xxxx xxxx Reliance Insurance Company net fixed income Yield Per 1997 Consolidated Annual Statement (yield for illustrative purposes only) 7% 7% 7% Policy Year Net Investment Income: (Yield x Invested Assets) xxxx xxxx xxxx xxxx Policy year net investment income for the plan year is calculated on a cumulative basis for nine calendar years. In the ninth calendar year a "run-off" calculation will be made to project policy year net investment income for the ensuing five calendar years assuming the balance of loss and loss expense resumes at the end of calendar year nine is reduced ratably to zero over the four years. The average invested assets (average loss and loss reserve balances) will be multiplied by the net fixed income yield described above to determine the "run-off" calculation of net investment income for calendar years ten to thirteen. Total net investment income shall consist of the cumulative net investment for the nine calendar years plus the "run-off" period. 6 POLICY YEAR AVERAGE INVESTED ASSETS Average invested assets for each policy year will be calculated as described below. Invested assets shall be equal to cumulative net cash flow from operations including cash flow from underwriting, other income and expenses, net investment income and federal income taxes and assumed shareholder dividends from accumulated surplus. In determining cash flow, identifiable Reliance National balance sheet accounts as of the close of the calendar year which coincides with the policy year shall be allocated wholly to the current policy year unless other reasonable estimation methods are available to allocate balance sheet accounts. In determining cash flow a dividend to shareholders of 10% of ending calendar year surplus (if any) shall be assumed. Average invested assets for each calendar year is equal to the beginning and ending invested asset balances divided by 2. An example of the calculation of net invested assets is contained in Exhibit 3. 7 VESTING Participants will become vested (subject to the provisions of the next paragraph) based upon completing the years of employment as set in the following standard vesting schedule: Number of Years Plan year plus 1 2 3 4 5 6 7 8 Cumulative vesting percentage 10% 30% 50% 60% 70% 80% 90% 100% A participant who is an employee of Reliance National when a change in control (as hereinafter defined under CHANGE OF CONTROL) of Reliance National occurs will become fully vested in the units awarded to him for all plan years. A participant whose employment terminates for reasons of death or total disability, as defined in the benefit plans of Reliance National, will become fully vested in the units awarded to him for all plan years. A participant whose employment terminates by reason of normal retirement, as defined in the benefit plans of Reliance National, will fully vest in the units awarded to him for all plan years preceding the year of retirement and will vest in that percentage of the units awarded to him for the plan year in which he retires which equals the number of months of employment completed during the plan year divided by 12. If (1) a participant's employment terminates for any reason other than death, total disability or normal retirement and (2) the participant has not become fully vested in the units awarded to him as a result of a change in control, then the number of units in which the participant is vested (if any) for each plan year will be determined by the Chief Executive Officer of Reliance National with the non-binding advice of the Vesting Advisory Committee. 8 VESTING ADVISORY COMMITTEE The Vesting Advisory Committee shall consist of five rotating members. The CEO of Reliance National will appoint the five rotating members from among the MIP participants. Each rotating member will serve a term of two years. The purpose of the Vesting Advisory Committee is to make a non-binding recommendation to the CEO of Reliance National whether the standard vesting schedule contained in the Plan shall be followed with respect to a participant who: (1) terminates from the Company for any reason other than a termination by death, total disability or normal retirement and (2) has not become fully vested in the units awarded to him as a result of a change in control. In determining the recommendation whether to follow the standard schedule, the Vesting Advisory Committee shall consider: The reasons for the participant's termination, The past performance of the participant, The past contributions of the participant to Reliance National, The future employer of the participant and Any other factors the committee shall deem relevant. The recommendation of the Committee shall be by a simple majority and the decision of the CEO of Reliance National with respect thereto shall be absolute, final and binding on all parties including, without limitation, participants under the plan. The CEO of Reliance National may in his sole and absolute discretion, specify conditions for the receipt by a terminating participant (other than a participant who has fully vested in the units awarded to him as a result of a change in control) of any payments under the Plan, including but not limited to requiring the terminating participant to enter into a written Non-compete or Non-interference Agreement with Reliance National. Such agreement, if any, will be binding on all parties. In the event that a member of the Committee terminates from Reliance National, the CEO of Reliance National shall appoint another rotating member to serve on the Committee to participate in the recommendation of the application of the vesting schedule with respect to the terminating participant Vesting Schedule. In the event the CEO of Reliance National is unavailable, or that office is vacant, the Chairman of the Reliance Insurance Group will act in his place. 9 Neither the CEO of Reliance National nor any member of the Vesting Advisory Committee shall be liable for anything done or omitted to be done in connection with the Plan, except for his or her own willful misconduct or gross negligence. 10 DISTRIBUTION SCHEDULE Participation units will be paid as shown below after the end of the years indicated (except as provided to the contrary in the next paragraph and in the second paragraph under CHANGE OF CONTROL): Plan year plus 1 2 3 4 5 6 7 8 Cumulative Percentage 10% 30% 50% 60% 70% 80% 90% 100% Distribution of Projected Ultimate Awards In the event a participant's employment terminates by reason of death, his or her estate shall receive within 90 days following the date of death the net present value (using a discount rate equal to the then prime lending rate of Chase Manhattan Bank), less any advance payments previously made, for all units for all policy years in which he or she was a participant. The basis for valuing the outstanding units for each policy year will be the projected final value for each policy year which is outstanding. In all cases, distributions will be adjusted for any prior distributions or advances paid and for losses from other plan years as described in the next paragraph. Any calculated overpayments for a plan year are not refundable by a participant except to offset amounts due the participant for other plan years. At the sole discretion of the C.E.O. of Reliance National, one (1) Year may be selected to be excluded from this Plan. In this event, the results of that Year would not serve to reduce or alter any other payments, either earned or outstanding, computed from all other Plan Years. The selection of an excluded year may be made in writing at anytime during which a plan year is open and is irrevocable. Amounts due a participant in accordance with the distribution schedule above will be offset by losses from other plan years in which the participant was a member of KMIP. For example, in Exhibit 1.a the plan experienced an operating loss before bonuses of $50 million in plan year 1997. The loss per unit of $5,000 calculated on the pretax loss of $50 million before other bonuses earned is deducted from amounts per unit due for other plan years in accordance with the distribution schedule until absorbed (see exhibit 1.b). The above applies only when the plan experiences an operating loss before other bonuses earned. In the example in Exhibit 1.a, all other bonuses earned exceeded the maximum bonus pool for plan year 1995, therefore no amounts are allocable to the KMIP. This excess is not deducted from amounts due for other plan years because the plan did not experience an operating loss in 1995. 11 CHANGE OF CONTROL(1) In the event of a change of control of Reliance National, whether directly or indirectly (including, for example, through the sale of Reliance Insurance Company or Reliance Group Holdings, Inc.), any successor to all or substantially all of the business or assets of Reliance National or Reliance Insurance Company shall assume all liabilities to participants under this Plan and perform all duties and responsibilities in the same manner that would have been required of Reliance National and Reliance Insurance Company if no such change had taken place, and all participants will automatically become fully (100%) vested for all plan years. In the event the employment of a participant (a) is terminated by Reliance National within 18 months following a change of control without Cause or (b) is terminated by the participant within 18 months following a change of control with Good Reason, he/she may elect to receive within 90 days following the date of his/her termination the net present value (using a discount rate equal to the then prime lending rate of Chase Manhattan Bank) less any advance payments made for all units for all policy years in which he/she was a participant. The basis for valuing the outstanding units for each policy year will be the projected final value for each policy year which is outstanding. For purposes of this section, Cause shall be defined as: (1) conviction of a crime, (2) material and deliberate violation of Reliance National's Code of Conduct or (3) dishonest acts in connection with the participant's employment by Reliance National. For purposes of this section, Good Reason shall be defined as a reduction in the participant's authority, duties, responsibilities or title, any reduction in his/her compensation, or any change caused by Reliance in his/her office location of more than 35 miles from its location on the date of the change of control. Subsequent to a change of control, if there is a disagreement as to the calculation of KMIP awards for any open plan year or years then such calculations may be submitted for arbitration provided a simple majority of the KMIP participants for such year or years are in favor of submitting such disagreement for arbitration. An independent certified actuary accountable to both the participants and the company will be selected and the findings of the independent actuary will be binding on both parties. The cost of the independent actuary will be paid by the participants . (1) this provision applies to all open plan years. 12 PARTICIPANT STATEMENT Each participant shall be provided a statement of his/her account for each plan year showing actual and projected amounts earned, paid and payable. See exhibit 2 for an example of the report to be provided. MISCELLANEOUS No award under this Plan shall be considered as compensation in calculating any insurance, pension or other benefit for which the recipient is eligible unless any such insurance, pension or other benefit is granted under a plan which expressly provides that compensation under this Plan shall be considered as compensation under such plan 13 Exhibit 1.a HYPOTHETICAL EXAMPLE OF DISTRIBUTION SCHEDULE ($000's omitted - except per unit amounts) Policy Years 1995 1996 1997 1998 1999 ---- ---- ---- ---- ---- Projected Ultimate Pretax Operating Income - Before Bonuses: 50,000 120,000 (50,000) 150,000 170,000 ------- ------- ------- ------- ------- Maximum Bonus Pool @ 13%: 6,500 15,600 (6,500) 19,500 22,100 All Other (non-KMIP) Bonuses Earned: 8,000 8,000 5,000 10,000 12,000 ------- ------- ------- ------- ------- Remainder Available for KMIP Bonus: (1,500) 7,600 (11,500) 9,500 10,100 ======= ======= ======= ======= ======= KMIP Bonus Earned per Unit 0 (a) 5,846 (5,000)(b) 7,308 7,769 ======= ======= ======= ======= ======= (a) Since all other bonuses earned exceeded the maximum bonus pool, the KMIP bonus is $0. Because the profit center pretax operating income is a profit, this excess is not deducted from amounts due for other years. (b) Since the profit center ultimate pretax operating income is a loss for 1997, this loss must be deducted from other policy years. Projected Ultimate Pretax Operating Loss: (50,000) All Other Bonuses (5,000) ================== Projected Ultimate Pretax Operating Loss: (55,000) ================== Amount Deducted From Other Policy Years: 13% of $50,000 (the loss before all other bonuses earned) (6,500) ================== Amount Deducted Per Unit ($6.5 million / 1300 units): (5,000) ================== Exhibit 1.b HYPOTHETICAL EXAMPLE DISTRIBUTION PAID PER UNIT Distribution Calendar Year Schedule Cumulative (A) 1995 1996 1997 1998 1999 2000 2001 2002 2003 ---- ---- ---- ---- ---- ---- ---- ---- ---- - ---------------------------------- Plan Years 1995 0% 10% 30% 50% 60% 70% 80% 90% 100% 1996 0% 10% 30% 50% 60% 70% 80% 90% 1997 0% 10% 30% 50% 60% 70% 80% 1998 0% 10% 30% 50% 60% 70% 1999 0% 10% 30% 50% 60% Ultimate Bonus Earned (B) - ---------------------------------- Plan Years 1995 0 0 0 0 0 0 0 0 1996 5,846 5,846 5,846 5,846 5,846 5,846 5,846 1997 (5,000) 5,000) (5,000) (5,000) (5,000) (5,000) 1998 7,308 7,308 7,308 7,308 7,308 1999 7,769 7,769 7,769 7,769 Distribution Due Cumulative (C) - ---------------------------------- (C = A x B) Plan Years 1995 0 0 0 0 0 0 0 0 1996 585 1,754 2,923 3,508 4,092 4,677 5,261 1997 (500) (1,500) (2,500) (3,000) (3,500) (4,000) 1998 731 2,192 3,654 4,385 5,116 1999 777 2,331 3,885 4,661 Net ----- ----- ----- ----- ----- ----- ----- ----- ----- Cumulative Payable 0 585 1,254 2,154 3,977 7,077 9,446 11,038 Less Cumulative Paid * 0 0 585 1,254 2,154 3,977 7,077 9,446 Cumulative ----- ----- ----- ----- ----- ----- ----- ----- ----- Balance Due 0 585 669 900 1,823 3,100 2,369 1,592 ===== ===== ===== ===== ===== ===== ===== ===== ===== * Payment is generally made in February of the succeding year. Reliance National KMIP Exhibit 2 Status as of December 31, 1997 (Hypothetical) 1997 Policy Year Calculated Projected as of Ultimate to 12/31/97 12/31/05 ------------------------- ------------------------- Written Premium 1,006,664,847 1,006,664,847 Policy Year Earned Premium 507,996,847 1,006,664,847 Loss & Lae 380,489,639 753,991,971 Expense 266,981,882 266,981,882 ------------------------- ------------------------- Underwriting Gain (Loss) (139,474,674) (14,309,006) Investment Income 19,393,499 136,284,697 ========================= ========================= Pretax Profit (120,081,175) 121,975,692 ========================= ========================= Loss Ratio 74.9% 74.9% Expense Ratio 26.5% 26.5% ------------------------- ------------------------- Combined Ratio 101.4% 101.4% Investment Income 1.9% 13.5% ========================= ========================= Pretax Profit 99.5% 87.9% ========================= ========================= Bonus Calculation 12/31/97 Per Unit 12/31/05 Per Unit -------- -------- -------- -------- Cumulative Bonus Earned (Pretax X 13%) 0 15,856,840 Less: bonuses paid under all other plans 12,500,000 12,500,000 Less: surplus charge 0 ----------- ------ ---------- -------- Adjusted Award (Available for KMIP) (12,500,000) 0 3,356,840 2,582 Cumulative Bonus Payable 0 0 Cumulative Paid/Advanced 0 0 ----------- ------ Balance Payable 0 0 =========== ====== Total Earned Payable Prelim as of as of Payable in Payable In Payable In Payable In Payable In Payable In Participants Units 12/31/97 12/31/97 1998 1999 2000 2001 2002 2003 ----- -------- -------- ---- ---- ---- ---- ---- ---- Bonus Per Unit 0 0 0 258 516 516 258 258 Individual 80 0 0 0 20,657 41,315 41,315 20,657 20,657 (Projected Payable) Policy Yr 1997 Projected Projected Earned Payable In Payable In Payable In Earned Less Pd Thru Participants 2004 2005 2006 To 2005 Dec-97 ---- ---- ---- ------- ------ Bonus Per Unit 258 258 258 2,582 2,582 Individual 20,657 20,657 20,657 206,575 206,575 Reliance National KMIP Exhibit 3 Plan Year 1997 (Hypothetical) Investment Income Calculation Cash Flow Method: Reserve 1997 1998 1999 2000 2001 2002 2003 2004 2005 Runoff ---- ---- ---- ---- ---- ---- ---- ---- ---- ------ Cash Flow Premiums Written 1,006,665 Change In Rec 450,645 (143,738) (105,919) (84,853) (80,488) (5,447) (5,033) (5,033) 0 Net Premiums Collected (+) 556,020 143,738 105,919 84,853 80,488 5,447 5,033 5,033 0 Losses Paid (-) 128,931 154,570 106,313 89,725 72,383 41,470 33,930 21,112 13,572 91,987 Expenses Paid (-) 266,982 0 0 0 0 0 0 0 0 Imprest Funds (-) 53,132 (53,132) Reinsurance Recoverables (-) 49,760 (49,760) Other Liab (+) 492,360 (492,360) Fixed assets (-) 11,892 (3,641) (3,641) (2,518) (1,395) (698) 0 0 ----------------------------------------------------------------------------------------------------- Cash Flow 537,683 (396,659) 3,247 (2,354) 9,500 (35,325) (28,896) (16,078) (13,572) (91,987) Net Inv.Income 19,393 24,570 10,980 11,791 12,657 12,367 10,555 9,264 8,448 16,259 Income Taxes (8,462) (30,076) 4,304 (2,270) 75 (1,134) (1,486) (1,720) (579) (5,691) Paid Surplus Dividend (480) (1,273) (2,283) (3,065) (3,585) (3,922) (4,259) Paid Bonus 0 0 (336) (671) (671) (336) (336) (336) (336) ----------------------------------------------------------------------------------------------------- Net Cash 548,614 (402,164) 17,715 5,223 19,279 (27,493) (23,747) (12,792) (10,298) (81,419) Investment Income Invested Assets (Beginning) 0 548,614 146,449 164,165 169,387 188,666 161,173 137,426 124,633 Invested Assets (Ending) 548,614 146,449 164,165 169,387 188,666 161,173 137,426 124,633 114,335 Avg. Invested Assets 274,307 347,532 155,307 166,776 179,027 174,919 149,299 131,029 119,484 Rate 7.07% 7.07% 7.07% 7.07% 7.07% 7.07% 7.07% 7.07% 7.07% 7.07% Net Investment Income 19,393 24,570 10,980 11,791 12,657 12,367 10,555 9,264 8,448 16,259 Balance Sheet Assets Net inv. assets 548,614 146,449 164,165 169,387 188,666 161,173 137,426 124,633 114,335 Imprest Funds 53,132 Reins Recoverables 49,760 Receivables 450,645 306,907 200,988 116,135 35,647 30,200 25,167 20,133 20,133 0 Fixed assets 11,892 8,252 4,611 2,093 698 0 0 0 0 0 -------------------------------------------------------------------------------------------------- Total 1,114,043 461,608 369,763 287,615 225,010 191,373 162,592 144,767 134,468 0 ================================================================================================== Liabilities UPR 498,668 Accrued Bonus 0 816 783 436 113 117 72 (9) (112) 0 Reserves 251,559 470,491 364,178 274,453 202,070 160,600 126,671 105,559 91,987 0 Accrued Dividend Other 492,360 -------------------------------------------------------------------------------------------------- Total 1,242,587 471,307 364,961 274,889 202,183 160,718 126,743 105,550 91,875 0 ================================================================================================== Surplus (128,544) (9,699) 4,803 12,726 22,828 30,655 35,849 39,216 42,593 0 ================================================================================================== Dividend Calculation Pre Dividend Surplus (128,544) (9,699) 4,803 12,726 22,828 30,655 35,849 39,216 42,593 0 Dividend Percent: 10.00% Dividend 0 480 1,273 2,283 3,065 3,585 3,922 4,259 Surplus Reconciliation Beginning of Year 0 (128,544) (9,699) 4,803 12,726 22,828 30,655 35,849 39,216 Pretax Income (120,081) 149,736 10,980 11,791 12,657 12,367 10,555 9,264 8,448 Taxes (8,462) (30,076) 4,304 (2,270) 75 (1,134) (1,486) (1,720) (579) Paid Surplus Dividend (480) (1,273) (2,283) (3,065) (3,585) (3,922) (4,259) Earned Award (816) (302) (324) (348) (340) (290) (255) (232) ------------------------------------------------------------------------------------------------- End of Year (128,544) (9,699) 4,803 12,726 22,828 30,655 35,849 39,216 42,593 0 =================================================================================================