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Contract analysis / dno-notice-letter-sentinel.docx
dno-notice-letter-sentinel.docx
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1. Purpose of This Letter
Medium
⚑ Notice / time limit to track
1. Purpose of This Letter Calderwood & Harkness LLP represents the Audit Committee of the Board of Directors of Quorum Insurance Holdings Corp. ("QIH" or the "Company"), a Delaware corporation headquartered at 400 Atlantic Street, Suite 3200, Stamford, Connecticut 06901, and listed on the Nasdaq Stock Market under the ticker symbol QIHC. We write to you in that capacity on behalf of the Company and its Audit Committe
2. Identification of the Insured and the Policies
2. Identification of the Insured and the Policies 2.1 Named Insured The Named Insured under both Policies is Quorum Insurance Holdings Corp., a corporation organized and existing under the laws of the State of Delaware, with its principal executive offices located at 400 Atlantic Street, Suite 3200, Stamford, Connecticut 06901. QIH's Employer Identification Number is 83-2641057. The Policies also extend coverage to a
3. Description of the Circumstances Giving Rise to This Notice
Medium
⚑ Liability cap to check against exposure
3. Description of the Circumstances Giving Rise to This Notice 3.1 The Whistleblower Complaint On February 14, 2026, QIH received an anonymous whistleblower complaint (the "Complaint") submitted through QIH's third-party ethics and compliance reporting hotline, which is operated and administered by IntegriLine Compliance Services, Inc. ("IntegriLine"). The Complaint was assigned IntegriLine Intake Reference No. IL-QI
4. Steps Taken to Date
Medium
⚑ Liability cap to check against exposure
4. Steps Taken to Date QIH, acting through its Audit Committee, has taken the following steps in response to receipt of the Complaint: (a) Audit Committee Special Meeting. On February 24, 2026, the Audit Committee of QIH's Board of Directors held a special telephonic meeting to receive a briefing from the General Counsel regarding the Complaint and to deliberate upon appropriate responsive measures. The Audit Committ
5. Formal Notice Under the Policies
5. Formal Notice Under the Policies By this letter, QIH hereby provides formal notice to Sentinel Mutual Assurance Group under both Policy No. SMA-EL-2025-07741 (Directors & Officers Liability Insurance — Primary; Tower A) and Policy No. SMA-XS-2025-07742 (Directors & Officers Liability Insurance — Excess; Tower B) of the circumstances described herein, which QIH reasonably believes could give rise to a claim, as tha
6. Reservation of Rights
Medium
⚑ Liability cap to check against exposure
6. Reservation of Rights QIH expressly reserves all rights, benefits, and coverage available to it, its subsidiaries (including BSU), and all Insured Persons under both the Primary Policy and the Excess Policy, including but not limited to: (a) Coverage for defense costs, investigation costs, and any settlements, judgments, or other amounts that may become payable in connection with any claim arising out of or relate
7. Request for Cooperation and Acknowledgment
7. Request for Cooperation and Acknowledgment QIH respectfully requests the following from Sentinel in connection with this notice: (a) That Sentinel acknowledge receipt of this notice in writing within ten (10) business days of receipt; (b) That Sentinel identify and designate a dedicated claims professional for ongoing communications regarding this matter and provide the contact information for such claims professi
8. Contact Information
8. Contact Information All communications regarding this notice should be directed to the following: Primary Contact: Conrad Ashby, Partner Calderwood & Harkness LLP 1221 Avenue of the Americas, 38th Floor New York, New York 10020 Telephone: (212) 558-4100 Facsimile: (212) 558-4101 Email: cashby@calderwoodharkness.com Reference: Matter No. 1025-00010 With a copy to: Owen R. Hargrove General Counsel & Secretary Quorum