Contract analysis

I.A. Purpose of This Protocol This memorandum establishes binding ground rules for the preservation of attorney-client privilege and attorney work-product protection throughout all phases of the internal investigation arising from an anonymous whistleblower complaint received on February 14, 2026 (IntegriLine Compliance Services, Inc. intake reference IL-QIH-2026-0214-0033). The protocols and procedures set forth her

I.B. Scope of Investigation (Summary) The investigation encompasses a review of the allegations set forth in the whistleblower complaint as they relate to BSU's commercial property policy placements through three entities identified in the complaint: Veltrano Risk Advisors, Halloran & Pratt Insurance Associates, and CrestPoint Brokerage LLC. The relevant time period spans approximately the third quarter of 2023 throu

I.C. The Client — Identity and Privilege Holder For purposes of this engagement, the client is the Audit Committee of the Board of Directors of Quorum Insurance Holdings Corp. The client is not QIH's management, QIH as an entity directed by management, or BSU. This distinction is critical to the integrity and independence of the investigation. Because the allegations at issue concern the conduct of senior BSU personn

II. APPLICABLE LEGAL STANDARDS

II.A. Attorney-Client Privilege The attorney-client privilege protects confidential communications between C&H and the Audit Committee made for the purpose of obtaining or providing legal advice in connection with this investigation. The privilege is one of the oldest and most fundamental protections recognized in American law, and its preservation is essential to the candid and comprehensive exchange of information

II.B. Attorney Work-Product Doctrine The attorney work-product doctrine, codified in Federal Rule of Civil Procedure 26(b)(3) and recognized in substantially similar form under state-law equivalents in relevant jurisdictions, protects materials prepared in anticipation of litigation or for trial. The doctrine encompasses two categories of material: Fact work product includes factual compilations, chronologies, witnes

II.C. Joint-Defense / Common-Interest Doctrine The common-interest doctrine (sometimes referred to as the joint-defense privilege, though the term "common-interest doctrine" is more precise where, as here, the parties may not share a joint defense in active litigation) operates to prevent waiver of an otherwise-existing privilege when privileged information is shared among parties who share a common legal interest. T

III. PRIVILEGE CONTROL AND AUTHORITY

III.A. Audit Committee as Privilege Holder As set forth in Section I.C, the Audit Committee is the sole privilege holder with respect to all investigation-related attorney-client communications and work product. The Audit Committee has sole and exclusive authority over all privilege determinations in connection with the investigation, including decisions to assert privilege, to waive privilege (in whole or in part),

III.B. Limitations on Management Authority The following limitations on management authority are essential to the independence and integrity of the investigation and shall be strictly observed: General Counsel. Owen R. Hargrove, QIH's General Counsel, does not control privilege over investigation-related communications, notwithstanding his general role as the company's chief legal officer. In the ordinary course of b

IV. COMMUNICATION GUIDELINES — INTERNAL

IV.A. Communications Between C&H and the Audit Committee All substantive communications regarding the investigation between C&H and the members of the Audit Committee shall be marked with the following legend: "PRIVILEGED AND CONFIDENTIAL — ATTORNEY-CLIENT COMMUNICATION — INTERNAL INVESTIGATION" Oral Briefings. C&H, primarily through Conrad Ashby (Responsible Partner) and/or Steven Hollander (Lead Associate), will pr

IV.B. Communications with QIH Management Coordination with Owen R. Hargrove (General Counsel) Owen R. Hargrove will serve as the primary management-side point of contact for logistical matters related to the investigation. His logistical responsibilities will include, among other things: • Scheduling witness interviews, including identifying and confirming the availability of potential interviewees; • Arranging physi

IV.C. Communications with BSU Personnel No substantive investigation-related communications shall be directed to BSU personnel except in the following limited contexts:

1. Formal witness interviews conducted by C&H, subject to the Upjohn warning protocol set forth in Section V;

2. Document-preservation and document-collection activities, which will be coordinated through QIH's General Counsel and conducted by Claridge under C&H's direction; and

3. Such other contacts as may be specifically authorized by C&H on a case-by-case basis for limited, defined purposes. Subject individuals Garrett T. Lomax, Neil W. Stadler, and Rhonda M. Kessler shall be treated as subjects of the investigation — not as representatives of the client. They shall not receive any privileged communications, work product, or investigation-related materials. They shall not be consulted re

V. UPJOHN / CORPORATE MIRANDA WARNING PROTOCOL

V.A. Requirement to Administer Warnings Before conducting any substantive interview with a current employee, officer, or director of QIH or BSU, the C&H interviewer must administer the Upjohn/corporate Miranda warning set forth in Section V.B below. This requirement is mandatory and applies to all witness interviews without exception. The warning must be given at the outset of each interview, even if the individual h

V.B. Template Upjohn Warning The following warning shall be read aloud to, or provided in writing to, each witness at the commencement of every interview. A printable card version of this warning is attached as Appendix A for use by C&H attorneys during interviews. 1. "We are lawyers from Calderwood & Harkness LLP. We represent the Audit Committee of the Board of Directors of Quorum Insurance Holdings Corp. We do not

V.C. Special Considerations for Subject Individuals Garrett T. Lomax, Neil W. Stadler, and Rhonda M. Kessler are identified as subjects of the investigation. Their interviews require heightened care and additional disclosures beyond the standard Upjohn warning. In addition to the standard six-point Upjohn warning set forth above, subject individuals should be informed at the outset of the interview that they are cons

V.D. Interview Documentation All interviews shall be memorialized in detailed attorney work-product memoranda prepared by the C&H team member or members conducting the interview. Interview memoranda are a critical component of the investigation record and should be prepared promptly after each interview — ideally within 48 hours — while the interviewer's recollection is fresh. Interview memoranda shall be marked with

VI. COMMUNICATION GUIDELINES — EXTERNAL

VI.A. Communications with Pemberton Hale & Creighton LLP (Standing Corporate/Securities Counsel) Pemberton Hale & Creighton LLP ("PHC") serves as QIH's regular outside counsel for SEC reporting, corporate governance, and general corporate matters. The lead PHC partner for the QIH relationship is Elaine R. Foxworth (partner, PHC, 599 Lexington Avenue, Suite 2600, New York, NY 10022). PHC is not conducting the internal

VI.B. Communications with Kellner & Strauss LLP (External Auditor) Kellner & Strauss LLP ("K&S") serves as QIH's independent registered public accounting firm. Howard M. Bressler is the lead engagement partner at K&S (345 Park Avenue, 18th Floor, New York, NY 10154). K&S issued an unqualified audit opinion on QIH's FY 2025 consolidated financial statements, which were included in the Form 10-K filed on February 21, 2

VI.C. Communications with Sentinel Mutual Assurance Group (D&O Insurer) QIH maintains directors' and officers' liability insurance with Sentinel Mutual Assurance Group ("Sentinel"). The relevant contact at Sentinel is Patricia L. Munroe, Vice President — Executive Liability Claims (200 Clarendon Street, Suite 4400, Boston, MA 02116). The relevant policies are: • D&O Primary Policy: SMA-EL-2025-07741 ($15,000,000 aggr

VI.D. Communications with Regulators (SEC, DOJ, Connecticut Insurance Department) No voluntary disclosure to any government regulator shall be made without the express prior authorization of the Audit Committee. This is a fundamental principle of this protocol and shall be observed without exception. At this early stage of the investigation, C&H does not recommend voluntary disclosure to any regulator. The investigat

VI.E. Communications with Claridge Forensic Advisory LLC (Proposed Forensic/E-discovery Advisor) C&H proposes to retain Claridge Forensic Advisory LLC ("Claridge") to provide forensic accounting analysis and electronic discovery support in connection with the investigation. The lead Claridge contact is Daniel J. Petrov, Managing Director (101 Park Avenue, 26th Floor, New York, NY 10178). To maximize work-product prot

VI.F. Communications with Linden Actuarial Consulting Group (Appointed Actuary) Linden Actuarial Consulting Group ("Linden") serves as the appointed actuary for BSU. The principal contact at Linden is Margaret Y. Cho, FCAS, Principal & Consulting Actuary (280 Trumbull Street, Suite 900, Hartford, CT 06103). Linden maintains the IBNR reserve schedules that are central to the whistleblower's allegations regarding the $

VII. DOCUMENT LABELING AND HANDLING CONVENTIONS

VII.A. Privilege Legends All documents and communications generated in connection with the investigation shall bear one or both of the following legends, as applicable: Attorney-Client Privilege Legend: "PRIVILEGED AND CONFIDENTIAL — ATTORNEY-CLIENT COMMUNICATION — INTERNAL INVESTIGATION CONDUCTED AT THE DIRECTION OF THE AUDIT COMMITTEE OF QUORUM INSURANCE HOLDINGS CORP." Work-Product Legend: "PRIVILEGED AND CONFIDEN

VII.B. File Organization and Storage C&H will maintain a dedicated, access-restricted investigation file within its document-management system, indexed to matter number 1025-00010. Access to this file will be limited to the authorized C&H team members identified in Appendix B (Conrad Ashby, Victoria Chambers, Steven Hollander, and Jasmine Thornton) and to such additional C&H personnel as may be authorized by Conrad A

VII.C. Email and Electronic Communication Protocols Investigation-related emails shall be sent only to authorized recipients using the C&H matter-specific email distribution list. The distribution list will be maintained by Steven Hollander and will correspond to the authorized recipients identified in Appendix B. The following electronic communication restrictions shall be strictly observed: • Personal email account

VII.D. Restrictions on Copying and Forwarding No person other than the Audit Committee members and authorized C&H team members may copy, forward, photograph, or otherwise disseminate privileged investigation materials. This restriction applies to all forms of dissemination, whether electronic, hard-copy, or oral. Owen R. Hargrove, in his capacity as logistical coordinator, shall not forward investigation communicatio