10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 30, 2013

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from                      to                     

001-34809

Commission File Number

GLOBAL INDEMNITY PLC

(Exact name of registrant as specified in its charter)

Ireland	98-0664891
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

25/28 NORTH WALL QUAY

DUBLIN 1

IRELAND

(Address of principal executive office, including zip code)

353 (0) 1 649 2000

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that registrant was required to submit and post such files.).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.:

Large accelerated filer ¨; Accelerated filer x; Non-accelerated filer ¨; Smaller reporting company ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

As of August 2, 2013, the registrant had outstanding 13,123,261 A Ordinary Shares and 12,061,370 B Ordinary Shares.

TABLE OF CONTENTS

		Page
PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements:
	Consolidated Balance Sheets As of June 30, 2013 (Unaudited) and December 31, 2012		2
	Consolidated Statements of Operations Quarters and Six Months Ended June 30, 2013 (Unaudited) and June 30, 2012 (Unaudited)		3
	Consolidated Statements of Comprehensive Income Quarters and Six Months Ended June 30, 2013 (Unaudited) and June 30, 2012 (Unaudited)		4
	Consolidated Statements of Changes in Shareholders’ Equity Six Months Ended June 30, 2013 (Unaudited) and Year Ended December 31, 2012		5
	Consolidated Statements of Cash Flows Six Months Ended June 30, 2013 (Unaudited) and June 30, 2012 (Unaudited)		6
	Notes to Consolidated Financial Statements (Unaudited)		7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		30
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		54
Item 4.	Controls and Procedures		54
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings		56
Item 1A.	Risk Factors		56
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		56
Item 3.	Defaults Upon Senior Securities		56
Item 4.	Mine Safety Disclosures		56
Item 5.	Other Information		56
Item 6.	Exhibits		56
Signature			58

1

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

GLOBAL INDEMNITY PLC

Consolidated Balance Sheets

(In thousands, except share amounts)

	(Unaudited) June  30, 2013			December 31, 2012
ASSETS
Fixed maturities:
Available for sale, at fair value (amortized cost: $1,163,532 and $1,187,094)	$	1,184,738		$	1,229,322
Equity securities:
Available for sale, at fair value (cost: $174,693 and $167,179)		222,583			197,075
Other invested assets:
Available for sale, at fair value (cost: $3,059 and $3,049)		3,226			3,132
Total investments		1,410,547			1,429,529
Cash and cash equivalents		111,440			104,460
Premiums receivable, net		74,027			45,162
Reinsurance receivables, net		232,645			241,827
Receivable for securities sold		5,160			—
Federal income taxes receivable		1,393			6,844
Deferred federal income taxes		10,445			10,824
Deferred acquisition costs		25,980			18,265
Intangible assets		18,166			18,343
Goodwill		4,820			4,820
Prepaid reinsurance premiums		5,248			5,945
Other assets		14,951			17,684
Total assets	$	1,914,822		$	1,903,703
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Unpaid losses and loss adjustment expenses	$	844,918		$	879,114
Unearned premiums		128,572			94,114
Ceded balances payable		4,628			4,201
Contingent commissions		7,302			9,911
Payable for securities purchased		—			2,634
Notes and debentures payable		84,929			84,929
Other liabilities		20,523			22,182
Total liabilities		1,090,872			1,097,085
Commitments and contingencies (Note 9)		—			—
Shareholders’ equity:
Ordinary shares, $0.0001 par value, 900,000,000 ordinary shares authorized; A ordinary shares issued: 16,164,587 and 16,087,939, respectively; A ordinary shares outstanding: 13,105,826 and 13,030,938, respectively; B ordinary shares issued and outstanding: 12,061,370 and 12,061,370, respectively		3			3
Additional paid-in capital		514,422			512,304
Accumulated other comprehensive income, net of taxes		47,574			53,350
Retained earnings		363,200			342,171
A ordinary shares in treasury, at cost: 3,058,761 and 3,057,001 shares, respectively		(101,249	)		(101,210	)
Total shareholders’ equity		823,950			806,618
Total liabilities and shareholders’ equity	$	1,914,822		$	1,903,703

See accompanying notes to consolidated financial statements.

2

GLOBAL INDEMNITY PLC

Consolidated Statements of Operations

(In thousands, except shares and per share data)

	(Unaudited) Quarters Ended June 30,						(Unaudited) Six Months Ended June 30,
	2013			2012			2013			2012
Revenues:
Gross premiums written	$	84,245		$	67,632		$	159,184		$	125,390
Net premiums written	$	78,346		$	61,135		$	149,824		$	111,416
Net premiums earned	$	58,671		$	57,859		$	114,667		$	122,329
Net investment income		9,765			11,071			19,799			22,488
Net realized investment gains:
Other than temporary impairment losses on investments		(1,010	)		(1,326	)		(1,053	)		(3,619	)
Other than temporary impairment losses on investments recognized in other comprehensive income		—			—			—			541
Other net realized investment gains		3,816			3,267			9,616			6,780
Total net realized investment gains		2,806			1,941			8,563			3,702
Other income (loss)		247			(40	)		301			(392	)
Total revenues		71,489			70,831			143,330			148,127
Losses and Expenses:
Net losses and loss adjustment expenses		34,924			36,158			66,712			78,167
Acquisition costs and other underwriting expenses		24,472			23,760			48,949			46,927
Corporate and other operating expenses		2,472			2,336			4,817			4,824
Interest expense		1,181			1,470			2,354			2,948
Income before income taxes		8,440			7,107			20,498			15,261
Income tax benefit		(224	)		(2,497	)		(531	)		(5,205	)
Net income	$	8,664		$	9,604		$	21,029		$	20,466
Per share data:
Net income
Basic	$	0.35		$	0.35		$	0.84		$	0.73
Diluted	$	0.34		$	0.35		$	0.84		$	0.72
Weighted-average number of shares outstanding
Basic		25,049,888			27,829,555			25,052,488			28,223,321
Diluted		25,119,035			27,836,453			25,120,897			28,236,562

See accompanying notes to consolidated financial statements.

3

GLOBAL INDEMNITY PLC

Consolidated Statements of Comprehensive Income

(In thousands)

	(Unaudited) Quarters Ended  June 30,						(Unaudited) Six Months  Ended June 30,
	2013			2012			2013			2012
Net income	$	8,664		$	9,604		$	21,029		$	20,466
Other comprehensive income (loss), net of taxes:
Unrealized holding gains (losses)		(11,407	)		(6,975	)		(154	)		13,075
Portion of other-than-temporary impairment losses recognized in other comprehensive income (loss)		(3	)		(4	)		(4	)		(539	)
Recognition of previously unrealized holding gains		(1,881	)		(1,450	)		(5,652	)		(3,231	)
Unrealized foreign currency translation gains (losses)		66			9			34			(38	)
Other comprehensive income (loss), net of taxes		(13,225	)		(8,420	)		(5,776	)		9,267
Comprehensive income (loss), net of taxes	$	(4,561	)	$	1,184		$	15,253		$	29,733

See accompanying notes to consolidated financial statements.

4

GLOBAL INDEMNITY PLC

Consolidated Statements of Changes in Shareholders’ Equity

(In thousands, except share amounts)

	(Unaudited) Six Months  Ended June 30, 2013			Year Ended December 31, 2012
Number of A ordinary shares issued:
Number at beginning of period		16,087,939			21,429,683
Ordinary shares issued under share incentive plans		66,683			29,675
Ordinary shares issued to directors		9,965			—
Ordinary shares retired		—			(5,371,419	)
Number at end of period		16,164,587			16,087,939
Number of B ordinary shares issued:
Number at beginning and end of period		12,061,370			12,061,370
Par value of A ordinary shares:
Balance at beginning and end of period	$	2		$	2
Par value of B ordinary shares:
Balance at beginning and end of period	$	1		$	1
Additional paid-in capital:
Balance at beginning of period	$	512,304		$	621,917
Share compensation plans		2,118			2,582
A ordinary shares retired		—			(112,195	)
Balance at end of period	$	514,422		$	512,304
Accumulated other comprehensive income, net of deferred income tax:
Balance at beginning of period	$	53,350		$	40,174
Other comprehensive income (loss):
Change in unrealized holding gains (losses)		(5,806	)		13,218
Change in other than temporary impairment losses recognized in other comprehensive income		(4	)		(14	)
Unrealized foreign currency translation gains (losses)		34			(28	)
Other comprehensive income (loss)		(5,776	)		13,176
Balance at end of period	$	47,574		$	53,350
Retained earnings:
Balance at beginning of period	$	342,171		$	307,414
Net income		21,029			34,757
Balance at end of period	$	363,200		$	342,171
Number of Treasury Shares:
Number at beginning of period		3,057,001			4,619,005
A ordinary shares purchased		1,760			3,809,415
A ordinary shares retired		—			(5,371,419	)
Number at end of period		3,058,761			3,057,001
Treasury Shares, at cost:
Balance at beginning of period	$	(101,210	)	$	(130,444	)
A ordinary shares purchased, at cost		(39	)		(82,961	)
A ordinary shares retired		—			112,195
Balance at end of period	$	(101,249	)	$	(101,210	)
Total shareholders’ equity	$	823,950		$	806,618

See accompanying notes to consolidated financial statements.

5

GLOBAL INDEMNITY PLC

Consolidated Statements of Cash Flows

(In thousands)

	(Unaudited) Six Months  Ended June 30,
	2013			2012
Cash flows from operating activities:
Net income	$	21,029		$	20,466
Adjustments to reconcile net income to net cash used for operating activities:
Amortization of trust preferred securities issuance costs		25			33
Amortization and depreciation		385			941
Restricted stock and stock option expense		2,118			1,287
Deferred federal income taxes		(2,215	)		2,111
Amortization of bond premium and discount, net		3,099			3,549
Net realized investment gains		(8,563	)		(3,702	)
Changes in:
Premiums receivable, net		(28,865	)		(4,852	)
Reinsurance receivables, net		9,182			9,891
Unpaid losses and loss adjustment expenses		(34,196	)		(30,094	)
Unearned premiums		34,458			(10,847	)
Ceded balances payable		427			(1,244	)
Other assets and liabilities, net		599			(3,165	)
Contingent commissions		(2,609	)		(1,242	)
Federal income tax receivable/payable		5,451			(7,539	)
Deferred acquisition costs, net		(7,715	)		1,377
Prepaid reinsurance premiums		697			(66	)
Net cash used for operating activities		(6,693	)		(23,096	)
Cash flows from investing activities:
Proceeds from sale of fixed maturities		193,642			270,873
Proceeds from sale of equity securities		42,551			25,159
Proceeds from maturity of fixed maturities		33,530			25,460
Purchases of fixed maturities		(214,220	)		(294,711	)
Purchases of equity securities		(41,781	)		(27,494	)
Purchases of other invested assets		(10	)		(6	)
Net cash provided by (used for) investing activities		13,712			(719	)
Cash flows from financing activities:
Purchase of A ordinary shares		(39	)		(74,850	)
Principal payments of term debt		—			(71	)
Net cash used for financing activities		(39	)		(74,921	)
Net change in cash and cash equivalents		6,980			(98,736	)
Cash and cash equivalents at beginning of period		104,460			175,860
Cash and cash equivalents at end of period	$	111,440		$	77,124

See accompanying notes to consolidated financial statements.

6

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. Principles of Consolidation and Basis of Presentation

Global Indemnity plc (“Global Indemnity” or “the Company”) was incorporated on March 9, 2010 and is domiciled in Ireland. Global Indemnity replaced the Company’s predecessor, United America Indemnity, Ltd., as the ultimate parent company as a result of a re-domestication transaction. United America Indemnity, Ltd. was incorporated on August 26, 2003, and is domiciled in the Cayman Islands. United America Indemnity, Ltd. is now a subsidiary of the Company and an Irish tax resident. The Company’s A ordinary shares are publicly traded on the NASDAQ Global Select Market. On July 6, 2010, the Company changed its trading symbol on the NASDAQ Global Select Market from “INDM” to “GBLI.”

The Company manages its business through two business segments: Insurance Operations, which includes the operations of United National Insurance Company, Diamond State Insurance Company, United National Casualty Insurance Company, United National Specialty Insurance Company, Penn-America Insurance Company, Penn-Star Insurance Company, Penn-Patriot Insurance Company, American Insurance Adjustment Agency, Inc., Collectibles Insurance Services, LLC, Global Indemnity Insurance Agency, LLC, and J.H. Ferguson & Associates, LLC, and Reinsurance Operations, which includes the operations of Wind River Reinsurance Company, Ltd. (“Wind River Reinsurance”)

The interim consolidated financial statements are unaudited, but have been prepared in conformity with United States of America generally accepted accounting principles (“GAAP”), which differs in certain respects from those principles followed in reports to insurance regulatory authorities. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The unaudited consolidated financial statements include all adjustments that are, in the opinion of management, of a normal recurring nature and are necessary for a fair statement of results for the interim periods. Results of operations for the quarters and six months ended June 30, 2013 and 2012 are not necessarily indicative of the results of a full year. The accompanying notes to the unaudited consolidated financial statements should be read in conjunction with the notes to the consolidated financial statements contained in the Company’s 2012 Annual Report on Form 10-K.

The consolidated financial statements include the accounts of Global Indemnity and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

The Company’s wholly owned business trust subsidiaries, United National Group Capital Trust I (“UNG Trust I”) and United National Group Capital Statutory Trust II (“UNG Trust II”), are not consolidated pursuant to the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification. The Company’s business trust subsidiaries have issued $30.0 million in floating rate capital securities (“Trust Preferred Securities”) and $0.9 million of floating rate common securities. The sole assets of the Company’s business trust subsidiaries are $30.9 million of junior subordinated debentures issued by the Company, which have the same terms with respect to maturity, payments, and distributions as the Trust Preferred Securities and the floating rate common securities.

2. Profit Enhancement Initiative

In 2010 and 2011, the Company committed to a Profit Enhancement Initiative in response to the continuing impact of the domestic recession and the competitive landscape within the excess and surplus lines market. The total cost of this initiative was recorded in the Company’s statements of operations during those years. All action items related to this initiative were completed by December 31, 2011.

For further disclosure regarding the Profit Enhancement Initiative, please see Note 5 of the notes to the consolidated financial statements in Item 8 of Part II of the Company’s 2012 Annual Report on Form 10-K.

7

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The following table summarizes charges incurred by expense type and the remaining liability as of June 30, 2013 and December 31, 2012:

(Dollars in thousands)	Employee Termination			Operating Leases			Total
Liability at January 1, 2012	$	785		$	1,828		$	2,613
Cash payments		(773	)		(690	)		(1,463	)
Non-cash adjustments		—			(267	)		(267	)
Liability at December 31, 2012	$	12		$	871		$	883
Cash payments		(12	)		(289	)		(301	)
Non-cash adjustments		—			(108	)		(108	)
Liability at June 30, 2013	$	—		$	474		$	474

There was a reduction in expense of $0.04 million and $0.1 million, respectively, related to the Profit Enhancement Initiative resulting from a revision of expected sub-lease income included in the statement of operations within the “Acquisition costs and other underwriting expenses” line item for the quarter and six months ended June 30, 2013.

There was a reduction in expense of $0.18 million related to the Profit Enhancement Initiative resulting from a revision of expected sub-lease income included in the statement of operations within the “Acquisition costs and other underwriting expenses” line item for the quarter and six months ended June 30, 2012.

3. Investments

The amortized cost and estimated fair value of investments were as follows as of June 30, 2013 and December 31, 2012:

(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value		Other than temporary impairments recognized in AOCI (1)
As of June 30, 2013
Fixed maturities:
U.S. treasury and agency obligations	$	107,669	$	4,755	$	(133	)	$	112,291	$	—
Obligations of states and political subdivisions		191,641		4,948		(1,606	)		194,983		—
Mortgage-backed securities		255,226		4,980		(2,358	)		257,848		(6	)
Asset-backed securities		109,438		1,294		(503	)		110,229		(21	)
Commercial mortgage-backed securities		57,810		5		(980	)		56,835		—
Corporate bonds and loans		391,633		10,401		(930	)		401,104		—
Foreign corporate bonds		50,115		1,333		—			51,448		—
Total fixed maturities		1,163,532		27,716		(6,510	)		1,184,738		(27	)
Common stock		174,693		49,010		(1,120	)		222,583		—
Other invested assets		3,059		167		—			3,226		—
Total	$	1,341,284	$	76,893	$	(7,630	)	$	1,410,547	$	(27	)

(1) Represents the total amount of other than temporary impairment losses relating to factors other than credit losses recognized in accumulated other comprehensive income (“AOCI”).

(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value		Other than temporary impairments recognized in AOCI (2)
As of December 31, 2012
Fixed maturities:
U.S. treasury and agency obligations	$	102,186	$	6,559	$	(1	)	$	108,744	$	—
Obligations of states and political subdivisions		194,326		6,883		(132	)		201,077		—
Mortgage-backed securities		247,639		8,492		(189	)		255,942		(8	)
Asset-backed securities		111,289		2,071		(9	)		113,351		(24	)
Commercial mortgage-backed securities		8,070		60		(13	)		8,117		—
Corporate bonds and loans		469,860		16,739		(428	)		486,171		—
Foreign corporate bonds		53,724		2,196		—			55,920		—
Total fixed maturities		1,187,094		43,000		(772	)		1,229,322		(32	)
Common stock		167,179		32,847		(2,951	)		197,075		—
Other invested assets		3,049		83		—			3,132		—
Total	$	1,357,322	$	75,930	$	(3,723	)	$	1,429,529	$	(32	)

8

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

(2) Represents the total amount of other than temporary impairment losses relating to factors other than credit losses recognized in accumulated other comprehensive income (“AOCI”).

Excluding U.S. treasuries and agency bonds, the Company did not hold any debt or equity investments in a single issuer that was in excess of 3% of shareholders’ equity at June 30, 2013 or December 31, 2012.

The amortized cost and estimated fair value of the Company’s fixed maturities portfolio classified as available for sale at June 30, 2013, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

(Dollars in thousands)	Amortized Cost		Fair Value
Due in one year or less	$	105,566	$	107,190
Due after one year through five years		497,413		512,713
Due after five years through ten years		108,194		109,354
Due after ten years through fifteen years		3,860		4,660
Due after fifteen years		26,025		25,909
Mortgage-backed securities		255,226		257,848
Asset-backed securities		109,438		110,229
Commercial mortgage-backed securities		57,810		56,835
Total	$	1,163,532	$	1,184,738

The following table contains an analysis of the Company’s securities with gross unrealized losses, categorized by the period that the securities were in a continuous loss position as of June 30, 2013:

	Less than 12 months					12 months or longer (1)					Total
(Dollars in thousands)	Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses
Fixed maturities:
U.S. treasury and agency obligations	$	6,272	$	(133	)	$	—	$	—		$	6,272	$	(133	)
Obligations of states and political subdivisions		65,819		(1,543	)		4,550		(63	)		70,369		(1,606	)
Mortgage-backed securities		117,001		(2,356	)		188		(2	)		117,189		(2,358	)
Asset-backed securities		40,810		(502	)		3		(1	)		40,813		(503	)
Commercial mortgage-backed securities		52,096		(980	)		—		—			52,096		(980	)
Corporate bonds and loans		59,032		(829	)		1,628		(101	)		60,660		(930	)
Total fixed maturities		341,030		(6,343	)		6,369		(167	)		347,399		(6,510	)
Common stock		16,046		(881	)		1,299		(239	)		17,345		(1,120	)
Total	$	357,076	$	(7,224	)	$	7,668	$	(406	)	$	364,744	$	(7,630	)

(1) Fixed maturities in a gross unrealized loss position for twelve months or longer are primarily comprised of non-credit losses on investment grade securities where management does not intend to sell, and it is more likely than not that the Company will not be forced to sell the security before recovery. The Company has analyzed these securities and has determined that they are not other than temporarily impaired.

The following table contains an analysis of the Company’s securities with gross unrealized losses, categorized by the period that the securities were in a continuous loss position as of December 31, 2012:

	Less than 12 months					12 months or longer (2)					Total
(Dollars in thousands)	Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses
Fixed maturities:
U.S. treasury and agency obligations	$	2,002	$	(1	)	$	—	$	—		$	2,002	$	(1	)
Obligations of states and political subdivisions		33,204		(132	)		—		—			33,204		(132	)
Mortgage-backed securities		33,635		(172	)		640		(17	)		34,275		(189	)
Asset-backed securities		5,722		(3	)		4,763		(6	)		10,485		(9	)
Commercial mortgage-backed securities		2,839		(13	)		—		—			2,839		(13	)
Corporate bonds and loans		8,202		(274	)		3,308		(154	)		11,510		(428	)
Total fixed maturities		85,604		(595	)		8,711		(177	)		94,315		(772	)
Common stock		30,153		(2,284	)		3,950		(667	)		34,103		(2,951	)
Total	$	115,757	$	(2,879	)	$	12,661	$	(844	)	$	128,418	$	(3,723	)

9

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

(2) Fixed maturities in a gross unrealized loss position for twelve months or longer are primarily comprised of non-credit losses on investment grade securities where management does not intend to sell, and it is more likely than not that the Company will not be forced to sell the security before recovery. The Company has analyzed these securities and has determined that they are not other than temporarily impaired.

The Company regularly performs various analytical valuation procedures with respect to its investments, including reviewing each fixed maturity security in an unrealized loss position to assess whether the security is a candidate for credit loss. Specifically, the Company considers credit rating, market price, and issuer specific financial information, among other factors, to assess the likelihood of collection of all principal and interest as contractually due. Securities for which the Company determines that a credit loss is likely are subjected to further analysis through discounted cash flow testing to estimate the credit loss to be recognized in earnings, if any. The specific methodologies and significant assumptions used by asset class are discussed below. Upon identification of such securities and periodically thereafter, a detailed review is performed to determine whether the decline is considered other than temporary. This review includes an analysis of several factors, including but not limited to, the credit ratings and cash flows of the securities and the magnitude and length of time that the fair value of such securities is below cost.

For fixed maturities, the factors considered in reaching the conclusion that a decline below cost is other than temporary include, among others, whether:

(1) the issuer is in financial distress;

(2) the investment is secured;

(3) a significant credit rating action occurred;

(4) scheduled interest payments were delayed or missed;

(5) changes in laws or regulations have affected an issuer or industry;

(6) the investment has an unrealized loss and was identified by the Company’s investment manager as an investment to be sold before recovery or maturity; and

(7) the investment failed cash flow projection testing to determine if anticipated principal and interest payments will be realized.

According to accounting guidance, for debt securities in an unrealized loss position, the Company is required to assess whether it has the intent to sell the debt security or more likely than not will be required to sell the debt security before the anticipated recovery. If either of these conditions is met the Company must recognize an other than temporary impairment with the entire unrealized loss being recorded through earnings. For debt securities in an unrealized loss position not meeting these conditions, the Company assesses whether the impairment of a security is other than temporary. If the impairment is deemed to be other than temporary, the Company must separate the other than temporary impairment into two components: the amount representing the credit loss and the amount related to all other factors, such as changes in interest rates. The credit loss represents the portion of the amortized book value in excess of the net present value of the projected future cash flows discounted at the effective interest rate implicit in the debt security prior to impairment. The credit loss component of the other than temporary impairment is recorded through earnings, whereas the amount relating to factors other than credit losses are recorded in other comprehensive income, net of taxes.

For equity securities, management carefully reviews all securities with unrealized losses to determine if a security should be impaired with a focus on securities that have either:

(1) persisted with unrealized losses for more than twelve consecutive months or

(2) the value of the investment has been 20% or more below cost for six continuous months or more.

10

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The amount of any write-down, including those that are deemed to be other than temporary, is included in earnings as a realized loss in the period in which the impairment arose.

The following is a description, by asset type, of the methodology and significant inputs that the Company used to measure the amount of credit loss recognized in earnings, if any:

U.S. treasury and agency obligations – As of June 30, 2013, gross unrealized losses related to U.S. treasury and agency obligations were $0.133 million. All unrealized losses have been in an unrealized loss position for less than twelve months. All of these securities are rated AA+. The Company’s investment manager conducts extensive macroeconomic and market analysis which are driven by moderate interest rate anticipation, yield curve management, and security selection.

Obligations of states and political subdivisions – As of June 30, 2013, gross unrealized losses related to obligations of states and political subdivisions were $1.606 million. Of this amount, $0.063 million have been in an unrealized loss position for twelve months or greater. All of these securities are rated AAA. The Company’s investment manager considers all factors that influence performance of the municipal bond market, including investor expectations, supply and demand patterns, and current versus historical yield and spread relationships. The manager relies on the output of its fixed income credit analysts, including dedicated municipal bond analysts. The dedicated municipal analysts perform extensive in-house fundamental analysis on each issuer, regardless of their rating by the major agencies.

Mortgage-backed securities (“MBS”) – As of June 30, 2013, gross unrealized losses related to mortgage-backed securities were $2.358 million. Of this amount, $0.002 million have been in an unrealized loss position for twelve months or greater. All of the securities in an unrealized loss position for twelve months or greater are rated BB or higher. The Company’s investment manager models each mortgage-backed security to project principal losses under downside, base, and upside scenarios for the economy and home prices. The primary assumption that drives the security and loan level modeling is the Home Price Index (“HPI”) projection. The Company’s investment manager first projects HPI at the national level, then at the zip code level based on the historical relationship between the individual zip code HPI and the national HPI, using inputs from its macroeconomic team, mortgage portfolio management team, and structured analyst team. The model utilizes loan level data and borrower characteristics including FICO score, geographic location, original and current loan size, loan age, mortgage rate and type (fixed rate / interest-only / adjustable rate mortgage), issuer / originator, residential type (owner occupied / investor property), dwelling type (single family / multi-family), loan purpose, level of documentation, and delinquency status as inputs. The model also includes the explicit treatment of silent second liens, utilization of loan modification history, and the application of roll rate adjustments.

Asset-backed securities (“ABS”) – As of June 30, 2013, gross unrealized losses related to asset-backed securities were $0.503 million. Of this amount, $0.001 million have been in an unrealized loss position for twelve months or greater. All of these securities are rated A. The weighted average credit enhancement for the Company’s asset-backed portfolio is 30.1. This represents the percentage of pool losses that can occur before an asset-backed security will incur its first dollar of principle losses. The Company’s investment manager analyzes every ABS transaction on a stand-alone basis. This analysis involves a thorough review of the collateral, prepayment, and structural risk in each transaction. Additionally, their analysis includes an in-depth credit analysis of the originator and servicer of the collateral. The Company’s investment manager projects an expected loss for a deal given a set of assumptions specific to the asset type. These assumptions are used to calculate at what level of losses that the deal will incur a dollar of loss. The major assumptions used to calculate this ratio are loss severities, recovery lags, and no advances on principal and interest.

Commercial mortgage-backed securities (“CMBS”) – As of June 30, 2013, gross unrealized losses related to CMBS were $0.980 million. All unrealized losses have been in an unrealized loss position for less than twelve

11

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

months. The weighted average credit enhancement for the Company’s CMBS portfolio is 31.0. This represents the percentage of pool losses that can occur before a mortgage-backed security will incur its first dollar of principle losses. For the Company’s CMBS portfolio, a loan level analysis is utilized where every underlying CMBS loan is re-underwritten based on the Company’s investment manager’s internally generated set of assumptions that reflect their expectation for the future path of the economy. In the analysis, the focus is centered on stressing the significant variables that influence commercial loan defaults and collateral losses in CMBS deals. These variables include: (1) occupancies are projected to drop; (2) capitalization rates vary by property type and are forecasted to return to more normalized levels as the capital markets repair and capital begins to flow again; and (3) property value was stressed by using projected property performance and projected capitalization rates. Term risk is triggered if projected debt service coverage rate falls below 1x. Balloon risk is triggered if a property’s projected performance does not satisfy new, tighter mortgage standards.

Corporate bonds and loans – As of June 30, 2013, gross unrealized losses related to corporate bonds and loans were $0.930 million. Of this amount, $0.101 million have been in an unrealized loss position for twelve months or greater. The Company’s investment manager’s analysis for this sector includes maintaining detailed financial models that include a projection of each issuer’s future financial performance, including prospective debt servicing capabilities, capital structure composition, and the value of the collateral. The analysis incorporates the macroeconomic environment, industry conditions in which the issuer operates, issuer’s current competitive position, vulnerability to changes in the competitive environment, regulatory environment, issuer liquidity, issuer commitment to bondholders, issuer creditworthiness, and asset protection. Part of the process also includes running downside scenarios to evaluate the expected likelihood of default as well as potential losses in the event of default.

Common stocks – As of June 30, 2013, gross unrealized losses related to common stock were $1.120 million. Of this amount, $0.239 million have been in an unrealized loss position for twelve months or greater. To determine if an other than temporary impairment of an equity security has occurred, the Company considers, among other things, the severity and duration of the decline in fair value of the equity security. The Company also examines other factors to determine if the equity security could recover its value in a reasonable period of time.

The Company recorded the following other than temporary impairments (“OTTI”) on its investment portfolio for the quarters and six months ended June 30, 2013 and 2012:

(Dollars in thousands)	Quarters Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Fixed maturities:
OTTI losses, gross	$	(68	)	$	(164	)	$	(111	)	$	(1,059	)
Portion of loss recognized in other comprehensive income (pre-tax)		—			—			—			541
Net impairment losses on fixed maturities recognized in earnings		(68	)		(164	)		(111	)		(518	)
Equity securities		(942	)		(1,162	)		(942	)		(2,560	)
Total	$	(1,010	)	$	(1,326	)	$	(1,053	)	$	(3,078	)

The following table is an analysis of the credit losses recognized in earnings on debt securities held by the Company for the quarters and six months ended June 30, 2013 and 2012 for which a portion of the OTTI loss was recognized in other comprehensive income.

(Dollars in thousands)	Quarters Ended June 30,					Six Months Ended June 30,
	2013		2012			2013		2012
Balance at beginning of period	$	86	$	141		$	86	$	86
Additions where no OTTI was previously recorded		—		—			—		55
Additions where an OTTI was previously recorded		—		—			—		—
Reductions for securities for which the company intends to sell or more likely than not will be required to sell before recovery		—		—			—		—
Reductions reflecting increases in expected cash flows to be collected		—		—			—		—
Reductions for securities sold during the period		—		(55	)		—		(55	)
Balance at end of period	$	86	$	86		$	86	$	86

12

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Accumulated Other Comprehensive Income, Net of Tax

Accumulated other comprehensive income as of June 30, 2013 and December 31, 2012 was as follows:

(Dollars in thousands)	June 30, 2013			December 31, 2012
Net unrealized gains (losses) from:
Fixed maturities	$	21,206		$	42,228
Common stock		47,890			29,896
Other		(69	)		83
Deferred taxes		(21,453	)		(18,857	)
Accumulated other comprehensive income, net of tax	$	47,574		$	53,350

The changes in accumulated other comprehensive income, net of tax, by component for the six months ended June 30, 2013 was as follows:

Six Months Ended June 30, 2013 (Dollars in thousands)	Unrealized Gains and Losses on Available for Sale Securities, Net of Tax			Foreign Currency Items, Net of Tax			Accumulated Other Comprehensive Income, Net of Tax
Beginning balance	$	53,435		$	(85	)	$	53,350
Other comprehensive income (loss) before reclassification		30			(154	)		(124	)
Amounts reclassified from accumulated other comprehensive income (loss)		(5,840	)		188			(5,652	)
Other comprehensive income (loss)		(5,810	)		34			(5,776	)
Ending balance	$	47,625		$	(51	)	$	47,574

The reclassifications out of accumulated other comprehensive income for the quarter and six months ended June 30, 2013 were as follows:

(Dollars in thousands)	Amount Reclassified from Accumulated Other Comprehensive Income
Details about Accumulated Other Comprehensive Income Components	Quarter Ended June 30, 2013			Six Months Ended June 30, 2013			Affected Line Item in the Statement Where Net Income is Presented
Unrealized gains and losses on available for sale securities	$	(4,018	)	$	(9,906	)	Other net realized investment gains
		1,010			1,053		Other than temporary impairment losses on investments
		(3,008	)		(8,853	)	Total before tax
		1,053			3,013		Income tax (expense) benefit
	$	(1,955	)	$	(5,840	)	Net of tax
Foreign Currency Items
		202			290		Other net realized investment gains
		(71	)		(102	)	Income tax (expense) benefit
	$	131		$	188		Net of tax
Total reclassifications	$	(1,824	)	$	(5,652	)	Net of tax

13

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Net Realized Investment Gains

The components of net realized investment gains for the quarters and six months ended June 30, 2013 and 2012 were as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Fixed maturities:
Gross realized gains	$	287		$	2,026		$	674		$	2,758
Gross realized losses		(339	)		(781	)		(396	)		(1,603	)
Net realized gains (losses)		(52	)		1,245			278			1,155
Common stock:
Gross realized gains		4,532			2,123			10,013			5,390
Gross realized losses		(1,674	)		(1,427	)		(1,728	)		(2,843	)
Net realized gains		2,858			696			8,285			2,547
Total net realized investment gains	$	2,806		$	1,941		$	8,563		$	3,702

The proceeds from sales of available-for-sale securities resulting in net realized investment gains for the six months ended June 30, 2013 and 2012 were as follows:

	Six Months Ended June 30,
(Dollars in thousands)	2013		2012
Fixed maturities	$	193,642	$	270,873
Equity securities		42,551		25,159

Net Investment Income

The sources of net investment income for the quarters and six months ended June 30, 2013 and 2012 were as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Fixed maturities	$	9,039		$	10,467		$	18,866		$	21,826
Equity securities		1,660			1,628			2,952			2,711
Cash and cash equivalents		31			43			81			86
Other invested assets		141			—			141			156
Total investment income		10,871			12,138			22,040			24,779
Investment expense		(1,106	)		(1,067	)		(2,241	)		(2,291	)
Net investment income	$	9,765		$	11,071		$	19,799		$	22,488

The Company’s total investment return on a pre-tax basis for the quarters and six months ended June 30, 2013 and 2012 were as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Net investment income	$	9,765		$	11,071		$	19,799		$	22,488
Net realized investment gains		2,806			1,941			8,563			3,702
Net unrealized investment gains (losses)		(15,391	)		(11,951	)		(3,180	)		11,834
Net investment return		(12,585	)		(10,010	)		5,383			15,536
Total investment return	$	(2,820	)	$	1,061		$	25,182		$	38,024
Total investment return % (1)		(0.2	%)		0.1	%		1.6	%		2.4	%
Average investment portfolio (2)	$	1,532,639		$	1,604,406		$	1,529,251		$	1,606,186

14

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

(1) Not annualized.

(2) Average of total cash and invested assets, net of receivable/payable for securities purchased and sold, as of the beginning and ending of the period.

Insurance Enhanced Municipal Bonds

As of June 30, 2013, the Company held insurance enhanced municipal bonds of approximately $34.6 million, which represented approximately 2.3% of the Company’s total cash and invested assets, net of payable/receivable for securities purchased and sold. These securities had an average rating of “AA-.” Approximately $4.6 million of these bonds are pre-refunded with U.S. treasury securities, of which $1.6 million are backed by financial guarantors, meaning that funds have been set aside in escrow to satisfy the future interest and principal obligations of the bond. Of the remaining $30.0 million of insurance enhanced municipal bonds, $15.1 million would have carried a lower credit rating had they not been insured. The following table provides a breakdown of the ratings for these municipal bonds with and without insurance.

(Dollars in thousands)	Ratings with Insurance		Ratings without Insurance
Rating
AAA	$	8,837	$	—
AA		—		8,837
A		6,277		6,277
Total	$	15,114	$	15,114

A summary of the Company’s insurance enhanced municipal bonds that are backed by financial guarantors, including the pre-refunded bonds that are escrowed in U.S. government obligations, as of June 30, 2013, is as follows:

	Total		Pre-refunded Securities		Government Guaranteed Securities		Exposure Net of Pre-refunded & Government Guaranteed Securities
(Dollars in thousands)
Financial Guarantor
Ambac Financial Group	$	2,333	$	1,267	$	—	$	1,066
Assured Guaranty Corporation		11,241		—		—		11,241
Municipal Bond Insurance Association		7,134		—		—		7,134
Gov’t National Housing Association		1,948		285		1,663		—
Permanent School Fund Guaranty		8,837		—		8,837		—
Total backed by financial guarantors		31,493		1,552		10,500		19,441
Other credit enhanced municipal bonds		3,060		3,060		—		—
Total	$	34,553	$	4,612	$	10,500	$	19,441

In addition to the $34.6 million of insurance enhanced municipal bonds, the Company also held insurance enhanced asset-backed and credit securities with a market value of approximately $19.0 million, which represented approximately 1.2% of the Company’s total invested assets net of receivable/payable for securities purchased and sold. The financial guarantors of the Company’s $19.0 million of insurance enhanced asset-backed and credit securities include Municipal Bond Insurance Association ($4.5 million), Ambac ($1.6 million), Assured Guaranty Corporation ($7.7 million), and Other ($5.2 million).

The Company had no direct investments in the entities that have provided financial guarantees or other credit support to any security held by the Company at June 30, 2013.

15

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Bonds Held on Deposit

Certain cash balances, cash equivalents, equity securities and bonds available for sale were deposited with various governmental authorities in accordance with statutory requirements, were held as collateral pursuant to borrowing arrangements, or were held in trust pursuant to intercompany reinsurance agreements. The fair values were as follows as of June 30, 2013 and December 31, 2012:

	Estimated Fair Value
(Dollars in thousands)	June 30, 2013		December 31, 2012
On deposit with governmental authorities	$	41,931	$	42,492
Intercompany trusts held for the benefit of U.S. policyholders		570,558		553,893
Held in trust pursuant to third party requirements		116,969		132,684
Held in trust pursuant to U.S. regulatory requirements for the benefit of U.S. policyholders		6,349		6,368
Securities held as collateral for borrowing arrangements		41,236		—
Total	$	777,043	$	735,437

4. Fair Value Measurements

Unless otherwise noted, the reported value of assets and liabilities approximates their fair value.

The accounting standards related to fair value measurements define fair value, establish a framework for measuring fair value, outline a fair value hierarchy based on inputs used to measure fair value, and enhance disclosure requirements for fair value measurements. These standards do not change existing guidance as to whether or not an instrument is carried at fair value. The Company has determined that its fair value measurements are in accordance with the requirements of these accounting standards.

The Company’s invested assets are carried at their fair value and are categorized based upon a fair value hierarchy:

• Level 1 – inputs utilize quoted prices (unadjusted) in active markets for identical assets that the Company has the ability to access at the measurement date.

• Level 2 – inputs utilize other than quoted prices included in Level 1 that are observable for similar assets, either directly or indirectly.

• Level 3 – inputs are unobservable for the asset, and include situations where there is little, if any, market activity for the asset.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset.

Both observable and unobservable inputs may be used to determine the fair value of positions that the Company has classified within the Level 3 category. As a result, the unrealized gains and losses for invested assets within the Level 3 category presented in the tables below may include changes in fair value that are attributed to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs.

16

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The following table presents information about the Company’s invested assets measured at fair value on a recurring basis as of June 30, 2013 and December 31, 2012, and indicates the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value.

As of June 30, 2013	Fair Value Measurements
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Fixed maturities:
U.S. treasury and agency obligations	$	100,098	$	12,193	$	—	$	112,291
Obligations of states and political subdivisions		—		194,983		—		194,983
Mortgage-backed securities		—		257,848		—		257,848
Commercial mortgage-backed securities		—		56,835		—		56,835
Asset-backed securities		—		110,229		—		110,229
Corporate bonds and loans		—		401,104		—		401,104
Foreign corporate bonds		—		51,448		—		51,448
Total fixed maturities		100,098		1,084,640		—		1,184,738
Common stock		222,583		—		—		222,583
Other invested assets		—		—		3,226		3,226
Total invested assets	$	322,681	$	1,084,640	$	3,226	$	1,410,547

As of December 31, 2012	Fair Value Measurements
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Fixed maturities:
U.S. treasury and agency obligations	$	89,981	$	18,763	$	—	$	108,744
Obligations of states and political subdivisions		—		201,077		—		201,077
Mortgage-backed securities		—		255,942		—		255,942
Commercial mortgage-backed securities		—		8,117		—		8,117
Asset-backed securities		—		113,351		—		113,351
Corporate bonds and loans		—		486,171		—		486,171
Foreign corporate bonds		—		55,920		—		55,920
Total fixed maturities		89,981		1,139,341		—		1,229,322
Common stock		197,075		—		—		197,075
Other invested assets		—		—		3,132		3,132
Total invested assets	$	287,056	$	1,139,341	$	3,132	$	1,429,529

The securities classified as Level 1 in the above table consist of U.S. Treasuries and equity securities actively traded on an exchange.

The securities classified as Level 2 in the above table consist primarily of fixed maturity securities. Based on the typical trading volumes and the lack of quoted market prices for fixed maturities, security prices are derived through recent reported trades for identical or similar securities making adjustments through the reporting date based upon available market observable information. If there are no recent reported trades, matrix or model processes are used to develop a security price where future cash flow expectations are developed based upon collateral performance and discounted at an estimated market rate. Included in the pricing of asset-backed securities, collateralized mortgage obligations, and mortgage-backed securities are estimates of the rate of future prepayments of principal over the remaining life of the securities. Such estimates are derived based on the characteristics of the underlying structure and prepayment speeds previously experienced at the interest rate levels projected for the underlying collateral. For corporate loans, price quotes from multiple dealers along with recent reported trades for identical or similar securities are used to develop prices.

There were no transfers between Level 1 and Level 2 during the quarters and six months ended June 30, 2013 or 2012.

The following table presents changes in Level 3 investments measured at fair value on a recurring basis for the quarters and six months ended June 30, 2013 and 2012:

	Other Invested Assets
(Dollars in thousands)	Quarters Ended					Six Months Ended
	June 30, 2013		June 30, 2012			June 30, 2013		June 30, 2012
Beginning balance	$	3,105	$	8,632		$	3,132	$	6,617
Total gains (losses) (realized / unrealized):
Included in accumulated other comprehensive income (loss)		121		(42	)		84		1,967
Purchases		—		—			10		6
Ending balance	$	3,226	$	8,590		$	3,226	$	8,590
Losses included in earnings of the period attributable to the change in unrealized losses related to assets still held at the end of the period	$	—	$	—		$	—	$	—

17

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The investments classified as Level 3 in the above table relate to investments in limited partnerships that have invested primarily in publicly traded companies. However, not all of the partnerships’ investments are publicly traded, nor does the Company have access to daily valuations, therefore the estimated fair values of these limited partnerships are measured utilizing net asset value as a practical expedient for the limited partnerships. Material assumptions and factors utilized in pricing these investments include future cash flows, constant default rates, recovery rates, and any market clearing activity that may have occurred since the previous pricing period.

Fair Value of Alternative Investments

Included in “Other invested assets” in the fair value hierarchy at June 30, 2013 are limited liability partnerships measured at fair value. The following table provides the fair value and future funding commitments related to these investments at June 30, 2013.

(Dollars in thousands)	Fair Value		Future Funding Commitments
Equity Fund, LP (1)	$	3,226	$	2,497
Real Estate Fund, LP (2)		—		—
Total	$	3,226	$	2,497

(1) This limited partnership invests in companies from various business sectors whereby the partnership has acquired control of the operating business as a lead or organizing investor. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner.

(2) This limited partnership invests in real estate assets through a combination of direct or indirect investments in partnerships, limited liability companies, mortgage loans, and lines of credit. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner. The Company continues to hold an investment in this limited partnership and has written the fair value down to zero.

Pricing

The Company’s pricing vendors provide prices for all investment categories except for investments in limited partnerships. One vendor provides prices for equity securities and all fixed maturity categories except for corporate loans. A second vendor provides prices for the corporate loan securities.

The following is a description of the valuation methodologies used by the Company’s pricing vendors for investment securities carried at fair value:

• Equity prices are received from all primary and secondary exchanges.

• Corporate and agency bonds are evaluated by utilizing a multi-dimensional relational model. For bonds with early redemption options, the pricing vendor utilizes an option adjusted spread model. Both asset classes use standard inputs and incorporate security set up, defined sector breakdown, benchmark yields, apply base spreads, yield to maturity, and adjust for corporate actions.

• A volatility-driven multi-dimensional spread table or an option-adjusted spread model and prepayment model is used for agency commercial mortgage obligations (“CMO”). For non-agency CMOs, a prepayment/spread/yield/price adjustment model is utilized. CMOs are categorized with mortgage-backed securities in the tables listed above. For ABSs, a multi-dimensional, collateral specific spread / prepayment speed tables is utilized. For both asset classes, evaluations utilize standard inputs plus new issue data, monthly payment information, and collateral performance. The evaluated pricing models incorporate security set-up, prepayment speeds, cash flows, and treasury swap curves and spread adjustments.

18

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

• For municipals, a multi-dimensional relational model is used to evaluate securities within this asset class. The evaluated pricing models for this asset class incorporate security set-up, benchmark yields, apply base spreads, yield to worst or market convention, ratings updates, prepayment schedules and adjustments for material events notices.

• U.S. treasuries are evaluated by obtaining feeds from a number of live data sources including active market makers and inter-dealer brokers.

• For MBSs, the pricing vendor utilizes a matrix model correlation to TBA (a forward MBS trade) or benchmarking to value a security.

• Corporate loans are priced using averages of bids and offers obtained from the broker/dealer community involved in trading such loans.

The Company performs certain procedures to validate whether the pricing information received from the pricing vendors is reasonable, to ensure that the fair value determination is consistent with accounting guidance, and to ensure that its assets are properly classified in the fair value hierarchy. The Company’s procedures include, but are not limited to:

• Reviewing periodic reports provided by the Investment Manager that provides information regarding rating changes and securities placed on watch. This procedure allows the Company to understand why a particular security’s market value may have changed.

• Understanding and periodically evaluating the various pricing methods and procedures used by the Company’s pricing vendors to ensure that investments are properly classified within the fair value hierarchy.

During the three and six months ending June 30, 2013, the Company has not adjusted quotes or prices obtained from the pricing vendors.

5. Income Taxes

The statutory income tax rates of the countries where the Company does business are 35.0% in the United States, 0.0% in Bermuda, 0.0% in the Cayman Islands, 0.0% in Gibraltar, 28.8% in the Duchy of Luxembourg, and 25.0% on non-trading income, 30.0% on capital gains and 12.5% on trading income in the Republic of Ireland. The statutory income tax rate of each country is applied against the expected annual taxable income of the Company in each country to estimate the annual income tax expense. Total estimated annual income tax expense is divided by total estimated annual pre-tax income to determine the expected annual income tax rate used to compute the income tax provision. On an interim basis, the expected annual income tax rate is applied against interim pre-tax income, excluding net realized gains and losses and discrete items such as limited partnership distributions, and then that amount is added to income taxes on net realized gains and losses, discrete items and limited partnership distributions. The Company’s income before income taxes from its non-U.S. subsidiaries and U.S. subsidiaries, including the results of the quota share and stop-loss agreements between Wind River Reinsurance and the Insurance Operations, for the quarters and six months ended June 30, 2013 and 2012 were as follows:

Quarter Ended June 30, 2013: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	51,615		$	61,879		$	(29,249	)	$	84,245
Net premiums written	$	51,208		$	27,138		$	—		$	78,346
Net premiums earned	$	36,268		$	22,403		$	—		$	58,671
Net investment income		9,126			5,545			(4,906	)		9,765
Net realized investment gains (losses)		(1	)		2,807			—			2,806
Other income (loss)		(2	)		249			—			247
Total revenues		45,391			31,004			(4,906	)		71,489
Losses and Expenses:
Net losses and loss adjustment expenses		17,059			17,865			—			34,924
Acquisition costs and other underwriting expenses		14,443			10,029			—			24,472
Corporate and other operating expenses		1,329			1,143			—			2,472
Interest expense		309			5,778			(4,906	)		1,181
Income (loss) before income taxes	$	12,251		$	(3,811	)	$	—		$	8,440

19

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

Quarter Ended June 30, 2012: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	39,177		$	52,371		$	(23,916	)	$	67,632
Net premiums written	$	39,177		$	21,958		$	—		$	61,135
Net premiums earned	$	37,086		$	20,773		$	—		$	57,859
Net investment income		9,271			6,385			(4,585	)		11,071
Net realized investment gains		539			1,402			—			1,941
Other income (loss)		(199	)		159			—			(40	)
Total revenues		46,697			28,719			(4,585	)		70,831
Losses and Expenses:
Net losses and loss adjustment expenses		23,239			12,919			—			36,158
Acquisition costs and other underwriting expenses		14,126			9,634			—			23,760
Corporate and other operating expenses		1,764			572			—			2,336
Interest expense		—			6,055			(4,585	)		1,470
Income (loss) before income taxes	$	7,568		$	(461	)	$	—		$	7,107
Six Months Ended June 30, 2013: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	100,298		$	112,967		$	(54,081	)	$	159,184
Net premiums written	$	99,890		$	49,934		$	—		$	149,824
Net premiums earned	$	70,662		$	44,005		$	—		$	114,667
Net investment income		18,774			10,795			(9,770	)		19,799
Net realized investment gains		246			8,317			—			8,563
Other income (loss)		(28	)		329			—			301
Total revenues		89,654			63,446			(9,770	)		143,330
Losses and Expenses:
Net losses and loss adjustment expenses		33,409			33,303			—			66,712
Acquisition costs and other underwriting expenses		29,591			19,358			—			48,949
Corporate and other operating expenses		2,605			2,212			—			4,817
Interest expense		626			11,498			(9,770	)		2,354
Income (loss) before income taxes	$	23,423		$	(2,925	)	$	—		$	20,498
Six Months Ended June 30, 2012: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	70,588		$	100,205		$	(45,403	)	$	125,390
Net premiums written	$	70,040		$	41,376		$	—		$	111,416
Net premiums earned	$	78,841		$	43,488		$	—		$	122,329
Net investment income		19,059			12,599			(9,170	)		22,488
Net realized investment gains		331			3,371			—			3,702
Other income (loss)		(705	)		313			—			(392	)
Total revenues		97,526			59,771			(9,170	)		148,127
Losses and Expenses:
Net losses and loss adjustment expenses		50,283			27,884			—			78,167
Acquisition costs and other underwriting expenses		29,575			17,352			—			46,927
Corporate and other operating expenses		4,385			439			—			4,824
Interest expense		—			12,118			(9,170	)		2,948
Income before income taxes	$	13,283		$	1,978		$	—		$	15,261

20

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The following table summarizes the components of income tax benefit:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Current income tax expense (benefit):
Foreign	$	37		$	45		$	74		$	(629	)
U.S. Federal		2,248			(2,185	)		1,610			(6,687	)
Total current income tax expense (benefit)		2,285			(2,140	)		1,684			(7,316	)
Deferred income tax expense (benefit):
U.S. Federal		(2,509	)		(357	)		(2,215	)		2,111
Total deferred income tax expense (benefit)		(2,509	)		(357	)		(2,215	)		2,111
Total income tax benefit	$	(224	)	$	(2,497	)	$	(531	)	$	(5,205	)

The weighted average expected tax provision has been calculated using income before income taxes in each jurisdiction multiplied by that jurisdiction’s applicable statutory tax rate.

The following tables summarize the differences between the tax provisions under accounting guidance applicable to interim financial statement periods and the expected tax provision at the weighted average tax rate:

	Quarters Ended June 30,
(Dollars in thousands)	2013						2012
	Amount			% of Pre- Tax Income			Amount			% of Pre- Tax  Income
Expected tax provision at weighted average rate	$	(1,297	)		(15.4	%)	$	(256	)		(3.6	%)
Adjustments:
Tax exempt interest		(261	)		(3.1	)		(372	)		(5.2	)
Dividend exclusion		(336	)		(4.0	)		(297	)		(4.2	)
Effective tax rate adjustment		1,641			19.4			(1,588	)		(22.3	)
Other		29			0.4			16			0.2
Income tax benefit	$	(224	)		(2.7	%)	$	(2,497	)		(35.1	%)

The effective income tax benefit rate for the quarter ended June 30, 2013 was 2.7%, compared to an effective income tax benefit rate of 35.1% for the quarter ended June 30, 2012. The decrease in the effective tax benefit rate is primarily due to an increase in projected income in 2013 compared to 2012. Any difference between the actual tax rate on an interim basis compared to the expected annual tax rate is reflected in the effective tax rate adjustment. The effective income tax benefit rate of 2.7% differed from the weighted average expected income tax benefit rate of 15.4% for the quarter ended June 30, 2013 due to the fact that the Company records income tax expense on an interim basis using the projected annual effective tax rate, net of tax-exempt interest and dividends. The effective income tax benefit rate of 35.1% differed from the weighted average expected income tax benefit rate of 3.6% for the quarter ended June 30, 2012 due to the fact that the Company records income tax expense using an expected annual effective tax rate, net of tax-exempt interest and dividends.

	Six Months Ended June 30,
(Dollars in thousands)	2013						2012
	Amount			% of Pre- Tax Income			Amount			% of Pre- Tax Income
Expected tax provision at weighted average rate	$	(950	)		(4.6	%)	$	279			1.8	%
Adjustments:
Tax exempt interest		(556	)		(2.7	)		(779	)		(5.1	)
Dividend exclusion		(588	)		(2.9	)		(532	)		(3.5	)
Effective tax rate adjustment		1,532			7.5			(4,175	)		(27.3	)
Other		31			0.1			2			—
Income tax benefit	$	(531	)		(2.6	%)	$	(5,205	)		(34.1	%)

21

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The effective income tax benefit rate for the six months ended June 30, 2013 was 2.6%, compared to an effective income tax benefit rate of 34.1% for the six months ended June 30, 2012. The decrease in the effective tax benefit rate is primarily due to an increase in projected income in 2013 compared to 2012. Any difference between the actual tax rate on an interim basis compared to the expected annual tax rate is reflected in the effective tax rate adjustment. The effective income tax benefit rate of 2.6% differed from the weighted average expected income tax benefit rate of 4.6% for the six months ended ended June 30, 2013 due to the fact that the Company records income tax expense on an interim basis using the projected annual effective tax rate, net of tax-exempt interest and dividends. The effective income tax benefit rate of 34.1% differed from the weighted average expected income tax expense rate of 1.8% for the six months ended June 30, 2012 due to the fact that the Company records income tax expense using an expected annual effective tax rate, net of tax-exempt interest and dividends.

The Company had an alternative minimum tax credit carry forward of $9.2 million as of June 30, 2013 and December 31, 2012, respectively, and $6.0 million as of June 30, 2012, which can be carried forward indefinitely.

6. Liability for Unpaid Losses and Loss Adjustment Expenses

Activity in the liability for unpaid losses and loss adjustment expenses is summarized as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Balance at beginning of period	$	864,167		$	960,924		$	879,114		$	971,377
Less: Ceded reinsurance receivables		237,960			279,341			240,546			283,652
Net balance at beginning of period		626,207			681,583			638,568			687,725
Incurred losses and loss adjustment expenses related to:
Current year		35,629			36,776			70,087			80,285
Prior years		(705	)		(618	)		(3,375	)		(2,118	)
Total incurred losses and loss adjustment expenses		34,924			36,158			66,712			78,167
Paid losses and loss adjustment expenses related to:
Current year		14,131			12,936			19,264			19,252
Prior years		31,898			37,700			70,913			79,534
Total paid losses and loss adjustment expenses		46,029			50,636			90,177			98,786
Net balance at end of period		615,103			667,105			615,103			667,105
Plus: Ceded reinsurance receivables		229,815			274,178			229,815			274,178
Balance at end of period	$	844,918		$	941,283		$	844,918		$	941,283

When analyzing loss reserves and prior year development, the Company considers many factors, including the frequency and severity of claims, loss trends, case reserve settlements that may have resulted in significant development, and any other additional or pertinent factors that may impact reserve estimates.

In the second quarter of 2013, the Company reduced its prior accident year loss reserves by $0.7 million, which consisted of a $0.4 million decrease related to Insurance Operations and a $0.3 million decrease related to Reinsurance Operations.

The $0.4 million decrease related to Insurance Operations primarily consisted of the following:

• Property: A $2.2 million reduction primarily driven by $1.1 million of better than expected development from accident year 2012 catastrophes as well as lower than expected non-catastrophe severity from accident years 2010 and 2012.

22

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

• General liability: A $1.8 million reduction primarily due to better than expected emergence from accident years 2007 through 2011 partially offset by an increase to accident year 2012 due to higher than anticipated loss emergence.

• Asbestos: A $3.5 million increase primary related to policies written prior to 1990.

In the second quarter of 2012, the Company reduced its prior accident year loss reserves by $0.6 million, which consisted of a $0.7 million decrease related to Insurance Operations and a $0.1 million increase related to Reinsurance Operations.

The $0.7 million decrease related to Insurance Operations primarily consisted of the following:

• General liability: A $0.6 million reduction primarily consisting of net reductions of $2.9 million in accident years 2008 and prior due to continued favorable emergence in small business packages. The Company also decreased its reinsurance allowance by $0.2 million in this line due to changes in its reinsurance exposure on specifically identified claims and general decreases in ceded reserves. Offsetting these decreases were increases of $2.5 million in accident years 2009 to 2011 primarily driven by loss emergence on certain construction defect claims.

• Professional liability: A $0.4 million reduction primarily related to recent favorable development on lawyer and real estate exposures.

• Marine: A $0.4 million increase primarily driven by unexpected loss emergence in protection and indemnity coverage in accident year 2011.

In the first six months of 2013, the Company reduced its prior accident year loss reserves by $3.4 million, which consisted of a $3.2 million decrease related to Insurance Operations and a $0.2 million decrease related to Reinsurance Operations.

The $3.2 million decrease related to Insurance Operations primarily consisted of the following:

• Property: A $5.0 million reduction primarily driven by better than expected development from accident year 2012 catastrophes as well as lower than expected non-catastrophe severity from accident years 2008 through 2012.

• General liability: A $1.8 million reduction primarily due to better than expected emergence from accident years 2007 through 2011 partially offset by an increase to accident year 2012 due higher than anticipated loss emergence.

• Asbestos: A $3.5 million increase primary related to policies written prior to 1990.

In the first six months of 2012, the Company reduced its prior accident year loss reserves by $2.1 million, which was primarily related to Insurance Operations and primarily consisted of the following:

• General liability: A $3.1 million reduction primarily consisting of net reductions of $5.5 million in accident years 2008 and prior due to continued favorable emergence. Incurred losses for these years have developed at a rate lower than the Company’s historical averages. The Company also decreased its reinsurance allowance by $0.2 million in this line due to changes in its reinsurance exposure on specifically identified claims and general decreases in ceded reserves. Offsetting these decreases were increases of $2.6 million in accident years 2009 through 2011 primarily driven by loss emergence on certain construction defect claims.

• Marine: A $0.9 million increase primarily related to accident year 2011 due to greater than expected loss emergence on hull claims and protection and indemnity claims.

• Property: A $0.5 million increase primarily related to accident year 2011 due to greater than expected loss emergence on a large sinkhole claim.

23

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

7. Shareholders’ Equity

Repurchases of the Company’s A ordinary shares

The following table provides information with respect to the A ordinary shares that were surrendered or repurchased during the quarter ended June 30, 2013:

Period(1)	Total Number of Shares Purchased			Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan or Program		Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program(2)
April 1 – 30, 2013		—		$	—		—	$	16,857,963
May 1 – 31, 2013		—		$	—		—	$	16,857,963
June 1 – 30, 2013		507	(3)	$	23.03		—	$	16,857,963
Total		507		$	23.03		—

(1) Based on settlement date.

(2) Approximate dollar value of shares that may yet be purchased is as of the last date of the applicable month.

(3) Surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

The following table provides information with respect to the A ordinary shares that were surrendered or repurchased during the quarter ended June 30, 2012:

Period(1)	Total Number of Shares Purchased			Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan or Program		Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program(2)
April 1 – 30, 2012		54,419	(3), (5)	$	18.83		54,334	$	60,902,382
May 1 – 31, 2012		—			—		—	$	60,902,382
June 1 – 30, 2012		2,913,959	(4), (5)	$	21.75		2,913,464	$	—
Total		2,968,378		$	21.70		2,967,798

(1) Based on settlement date.

(2) Approximate dollar value of shares that may yet be purchased is as of the last date of the applicable month.

(3) Includes 85 shares surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

(4) Includes 495 shares surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

(5) Purchased as part of the repurchase authorization announced in September 2011.

8. Related Party Transactions

Fox Paine & Company

As of June 30, 2013, Fox Paine & Company, LLC (“Fox Paine”) beneficially owned shares having approximately 93% of the Company’s total outstanding voting power. Fox Paine has the right to appoint a number of the Company’s Directors equal in aggregate to the pro rata percentage of the voting shares beneficially held by Fox Paine of the Company, for so long as Fox Paine holds an aggregate of 25% or more of the voting power in the Company. Fox Paine controls the election of all of the Company’s Directors due to its controlling share ownership. The Company’s Chairman is a member of Fox Paine. The Company relies on Fox Paine to provide management services and other services related to the operations of the Company.

As of June 30, 2013 and December 31, 2012, Wind River Reinsurance was a limited partner in Fox Paine Capital Fund, II, which is managed by Fox Paine. This investment was originally made by United National Insurance Company in June 2000 and pre-dates the September 5, 2003 acquisition by Fox Paine of Wind River Investment Corporation, which was the predecessor holding company for United National Insurance Company. The Company’s investment in this limited partnership was valued at $3.2 million and $3.1 million at June 30, 2013 and December 31, 2012, respectively. At June 30, 2013, the Company had an unfunded capital commitment of $2.5 million to the partnership. There were no distributions received from the limited partnership during the second quarter of 2013 or 2012.

24

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

The Company incurred management fees of $0.4 million in each of the quarters ended June 30, 2013 and 2012 and $0.8 million in each of the six months ended June 30, 2013 and 2012 as part of the annual management fee that is paid to Fox Paine.

Cozen O’Connor

The Company did not incur any fees for legal services rendered by Cozen O’Connor during the quarters ended June 30, 2013 and 2012, respectively. The Company incurred $0.02 million and $0.2 million for legal services rendered by Cozen O’Connor during the six months ended June 30, 2013 and 2012, respectively. Stephen A. Cozen, the chairman of Cozen O’Connor, is a member of the Company’s Board of Directors.

Crystal & Company

During each of the quarters and six months ended June 30, 2013 and 2012, the Company incurred $0.1 million in brokerage fees to Crystal & Company, an insurance broker. Prior to October 15, 2012, Crystal & Company was known as Frank Crystal & Company. James W. Crystal, the chairman and chief executive officer of Crystal & Company, is a member of the Company’s Board of Directors.

Hiscox Insurance Company (Bermuda) Ltd.

Wind River Reinsurance is a participant in a reinsurance agreement with Hiscox Insurance Company (Bermuda) Ltd. (“Hiscox Bermuda”) effective January 1, 2013. Steve Green, the President of Wind River Reinsurance, is a member of Hiscox Bermuda’s Board of Directors. The Company estimated that the following earned premium and incurred losses related to the agreement have been assumed by Wind River Reinsurance from Hiscox Bermuda:

(Dollars in thousands)	Quarter Ended June 30, 2013		Six Months Ended June 30, 2013
Assumed earned premium	$	654	$	1,008
Assumed losses and loss adjustment expenses		289		378

Net balances due to Wind River Reinsurance under this agreement are as follows:

(Dollars in thousands)	As of June  30, 2013
Net balance receivable	$	3,228

9. Commitments and Contingencies

Legal Proceedings

The Company is, from time to time, involved in various legal proceedings in the ordinary course of business. The Company maintains insurance and reinsurance coverage for such risks in amounts that it considers adequate. However, there can be no assurance that the insurance and reinsurance coverage that the Company maintains is sufficient or will be available in adequate amounts or at a reasonable cost. The Company does not believe that the resolution of any currently pending legal proceedings, either individually or taken as a whole, will have a material adverse effect on its business, results of operations, cash flows, or financial condition.

There is a greater potential for disputes with reinsurers who are in runoff. Some of the Company’s reinsurers’ have operations that are in runoff, and therefore, the Company closely monitors those relationships. The Company anticipates that, similar to the rest of the insurance and reinsurance industry, it will continue to be subject to litigation and arbitration proceedings in the ordinary course of business.

25

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

10. Share-Based Compensation Plans

During the six months ended June 30, 2013, the Company issued 88,162 A ordinary shares at a weighted average grant date value of $21.97 per share to key employees and a former employee of the Company under the Global Indemnity plc Share Incentive Plan (the “Plan”). Of the shares issued in 2013, 81,587 were subject to certain restrictions and 6,575 were issued as a result of a former employee exercising previously granted options with a strike price of $20.00 per share. During the six months ended June 30, 2012, the Company issued 29,675 A ordinary shares at a weighted average grant date value of $18.60 per share to key employees under the Plan. All of the shares issued in 2012 were subject to certain restrictions.

During the quarter ended June 30, 2013, the Company issued 6,575 A ordinary shares as a result of a former employee exercising previously granted options with a strike price of $20.00 per share. The Company did not issue any shares to key employees during the quarter ended June 30, 2012.

During the six months ended June 30, 2013 and 2012, the Company granted an aggregate of 21,865 and 28,135 fully vested A ordinary shares, respectively, subject to certain restrictions, at a weighted average grant date value of $22.62 and $19.66 per share, respectively, to non-employee directors of the Company under the Plan.

During the quarters ended June 30, 2013 and 2012, the Company granted an aggregate of 9,965 and 13,750 fully vested A ordinary shares, respectively, subject to certain restrictions, at a weighted average grant date value of $23.20 and $19.49 per share, respectively, to non-employee directors of the Company under the Plan.

11. Earnings Per Share

Earnings per share have been computed using the weighted average number of ordinary shares and ordinary share equivalents outstanding during the period.

The following table sets forth the computation of basic and diluted earnings per share:

(Dollars in thousands,	Quarters Ended June 30,				Six Months Ended June 30,
except share and per share data)	2013		2012		2013		2012
Net income	$	8,664	$	9,604	$	21,029	$	20,466
Basic earnings per share:
Weighted average shares outstanding - basic		25,049,888		27,829,555		25,052,488		28,223,321
Net income per share	$	0.35	$	0.35	$	0.84	$	0.73
Diluted earnings per share:
Weighted average shares outstanding - diluted		25,119,035		27,836,453		25,120,897		28,236,562
Net income per share	$	0.34	$	0.35	$	0.84	$	0.72

A reconciliation of weighted average shares for basic earnings per share to weighted average shares for diluted earnings per share is as follows:

	Quarters Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Weighted average shares for basic earnings per share		25,049,888		27,829,555		25,052,488		28,223,321
Non-vested restricted stock		33,178		6,880		38,759		13,223
Options		35,969		18		29,650		18
Weighted average shares for diluted earnings per share		25,119,035		27,836,453		25,120,897		28,236,562

The weighted average shares outstanding used to determine dilutive earnings per share for the quarters ended June 30, 2013 and 2012 do not include 145,450 and 565,775 shares, respectively, which were deemed to be anti-dilutive. The weighted average shares outstanding used to determine dilutive earnings per share for the six months ended June 30, 2013 and 2012 do not include 145,450 and 565,775 shares, respectively, which were deemed to be anti-dilutive.

26

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

12. Segment Information

The following are tabulations of business segment information for the quarters and six months ended June 30, 2013 and 2012.

Quarter Ended June 30, 2013: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	61,879		$	22,366		$	84,245
Net premiums written	$	56,387		$	21,959		$	78,346
Net premiums earned	$	46,916		$	11,755		$	58,671
Other income (loss)		248			(1	)		247
Total revenues		47,164			11,754			58,918
Losses and Expenses:
Net losses and loss adjustment expenses		30,608			4,316			34,924
Acquisition costs and other underwriting expenses		20,686	(3)		3,786			24,472
Income (loss) from segments	$	(4,130	)	$	3,652			(478	)
Unallocated Items:
Net investment income								9,765
Net realized investment gains								2,806
Corporate and other operating expenses								(2,472	)
Interest expense								(1,181	)
Income before income taxes								8,440
Income tax benefit								(224	)
Net income							$	8,664
Total assets	$	1,245,274		$	669,548	(4)	$	1,914,822

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $246 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

Quarter Ended June 30, 2012: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	52,371		$	15,261		$	67,632
Net premiums written	$	45,874		$	15,261		$	61,135
Net premiums earned	$	43,503		$	14,356		$	57,859
Other income (loss)		159			(199	)		(40	)
Total revenues		43,662			14,157			57,819
Losses and Expenses:
Net losses and loss adjustment expenses		29,871			6,287			36,158
Acquisition costs and other underwriting expenses		19,599	(3)		4,161			23,760
Income (loss) from segments	$	(5,808	)	$	3,709			(2,099	)
Unallocated Items:
Net investment income								11,071
Net realized investment gains								1,941
Corporate and other operating expenses								(2,336	)
Interest expense								(1,470	)
Income before income taxes								7,107
Income tax benefit								(2,497	)
Net income							$	9,604
Total assets	$	1,364,643		$	626,980	(4)	$	1,991,623

27

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $227 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

Six Months Ended June 30, 2013: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	112,967		$	46,217		$	159,184
Net premiums written	$	104,015		$	45,809		$	149,824
Net premiums earned	$	92,157		$	22,510		$	114,667
Other income (loss)		329			(28	)		301
Total revenues		92,486			22,482			114,968
Losses and Expenses:
Net losses and loss adjustment expenses		59,350			7,362			66,712
Acquisition costs and other underwriting expenses		41,081	(3)		7,868			48,949
Income (loss) from segments	$	(7,945	)	$	7,252			(693	)
Unallocated Items:
Net investment income								19,799
Net realized investment gains								8,563
Corporate and other operating expenses								(4,817	)
Interest expense								(2,354	)
Income before income taxes								20,498
Income tax benefit								(531	)
Net income							$	21,029
Total assets	$	1,245,274		$	669,548	(4)	$	1,914,822

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $482 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

Six Months Ended June 30, 2012: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	100,205		$	25,185		$	125,390
Net premiums written	$	86,780		$	24,636		$	111,416
Net premiums earned	$	91,004		$	31,325		$	122,329
Other income (loss)		313			(705	)		(392	)
Total revenues		91,317			30,620			121,937
Losses and Expenses:
Net losses and loss adjustment expenses		63,022			15,145			78,167
Acquisition costs and other underwriting expenses		39,018	(3)		7,909			46,927
Income (loss) from segments	$	(10,723	)	$	7,566			(3,157	)
Unallocated Items:
Net investment income								22,488
Net realized investment gains								3,702
Corporate and other operating expenses								(4,824	)
Interest expense								(2,948	)
Income before income taxes								15,261
Income tax benefit								(5,205	)
Net income							$	20,466
Total assets	$	1,364,643		$	626,980	(4)	$	1,991,623

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $475 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

28

GLOBAL INDEMNITY PLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(Unaudited)

13. Subsequent Events

On July 19, 2013, the Company paid the entire outstanding principal amount on its guaranteed senior notes. The payment of $58.6 million consisted of principal of $54.0 million and interest of $4.6 million, which included a make-whole provision of $2.9 million. This payment was funded by borrowing $60.0 million pursuant to a daily credit margin borrowing facility with a borrowing rate that is tied to LIBOR and is currently less than 1%. Approximately $75.0 million in collateral was deposited to support the borrowing. The amount borrowed against the margin account may fluctuate as routine investment transactions, such as dividends received, investment income received, maturities and pay-downs, impact cash balances. The borrowing is subject to maintenance margin, which is a minimum account balance that must be maintained. A decline in market conditions could require an additional deposit of collateral. The margin facility contains customary events of default, including, without limitation, insolvency, failure to make required payments, failure to comply with any representations or warranties, failure to adequately assure future performance, and failure of a guarantor to perform under its guarantee.

29

GLOBAL INDEMNITY PLC

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the consolidated financial statements and accompanying notes of Global Indemnity included elsewhere in this report. Some of the information contained in this discussion and analysis or set forth elsewhere in this report, including information with respect to the Company’s plans and strategy, constitutes forward-looking statements that involve risks and uncertainties. Please see “Cautionary Note Regarding Forward-Looking Statements” at the end of this Item 2 for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained herein. For more information regarding the Company’s business and operations, please see the Company’s Annual Report on Form 10-K for the year ended December 31, 2012.

Recent Developments

On July 19, 2013, the Company paid the entire outstanding principal amount on its guaranteed senior notes. The payment of $58.6 million consisted of principal of $54.0 million and interest of $4.6 million, which included a make-whole provision of $2.9 million. This payment was funded by borrowing $60.0 million pursuant to a daily credit margin borrowing facility with a borrowing rate that is tied to LIBOR and is currently less than 1%. Approximately $75.0 million in collateral was deposited to support the borrowing. The amount borrowed against the margin account may fluctuate as routine investment transactions, such as dividends received, investment income received, maturities and pay-downs, impact cash balances. The borrowing is subject to maintenance margin, which is a minimum account balance that must be maintained. A decline in market conditions could require an additional deposit of collateral. The margin facility contains customary events of default, including, without limitation, insolvency, failure to make required payments, failure to comply with any representations or warranties, failure to adequately assure future performance, and failure of a guarantor to perform under its guarantee.

On June 14, 2013, A.M. Best affirmed the financial strength rating of “A” (Excellent) for Wind River Reinsurance and its U.S. insurance subsidiaries. Wind River Reinsurance and subsidiaries have a financial size category of “XI” with A.M. Best, which represents an adjusted policyholder’s surplus of $750 million to $1 billion.

Overview

The Company’s Insurance Operations distribute property and casualty insurance products through a group of approximately 100 professional general agencies that have limited quoting and binding authority, as well as a number of wholesale insurance brokers who in turn sell the Company’s insurance products to insureds through retail insurance brokers. The Company operates predominantly in the excess and surplus lines marketplace. To manage its operations, the Company differentiates them by product classification. These product classifications are: 1) Penn-America, which includes property and general liability products for small commercial businesses distributed through a select network of wholesale general agents with specific binding authority; 2) United National, which includes property, general liability, and professional lines products distributed through program administrators with specific binding authority; and 3) Diamond State, which includes property, casualty, and professional lines products distributed through wholesale brokers and program administrators with specific binding authority.

The Company’s Reinsurance Operations segment provides reinsurance solutions through brokers, program managers and primary writers, including regional insurance companies, and consists solely of the operations of Wind River Reinsurance. Wind River Reinsurance is a Bermuda based treaty reinsurer of excess and surplus lines carriers, specialty property and casualty insurance companies and U.S. regional insurance writers. Wind River Reinsurance conducts business in Bermuda and is focused on using its capital capacity to write catastrophe-oriented placements and other niche or specialty-focused treaties meeting the Company’s risk tolerance and return thresholds. Given the current pricing environment, Wind River Reinsurance continues to cautiously deploy and manage its capital while seeking to position itself as a niche reinsurance solution provider.

The Company derives its revenues primarily from premiums paid on insurance policies that it writes and from income generated by its investment portfolio, net of fees paid for investment management services. The amount of insurance premiums that the Company receives is a function of the amount and type of policies it writes, as well as of prevailing market prices.

30

GLOBAL INDEMNITY PLC

The Company’s expenses include losses and loss adjustment expenses, acquisition costs and other underwriting expenses, corporate and other operating expenses, interest, investment expenses, and income taxes. Losses and loss adjustment expenses are estimated by management and reflect the Company’s best estimate of ultimate losses and costs arising during the reporting period and revisions of prior period estimates. The Company records losses and loss adjustment expenses based on an actuarial analysis of the estimated losses the Company expects to incur on the insurance policies it writes. The ultimate losses and loss adjustment expenses will depend on the actual costs to resolve claims. Acquisition costs consist principally of commissions and premium taxes that are typically a percentage of the premiums on the insurance policies the Company writes, net of ceding commissions earned from reinsurers. Other underwriting expenses consist primarily of personnel expenses and general operating expenses. Corporate and other operating expenses are comprised primarily of outside legal fees, other professional and accounting fees, directors’ fees, management fees, salaries and benefits for company personnel whose services relate to the support of corporate activities, and capital duty taxes incurred. Interest expense consists primarily of interest on senior notes payable, junior subordinated debentures, and funds held on behalf of others.

Critical Accounting Estimates and Policies

The Company’s consolidated financial statements are prepared in conformity with GAAP, which requires it to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and assumptions.

The Company believes that of its significant accounting policies, the following may involve a higher degree of judgment and estimation.

Liability for Unpaid Losses and Loss Adjustment Expenses

Although variability is inherent in estimates, the Company believes that the liability for unpaid losses and loss adjustment expenses reflects its best estimate for future amounts needed to pay losses and related loss adjustment expenses and the impact of its reinsurance coverage with respect to insured events.

In developing loss and loss adjustment expense (“loss” or “losses”) reserve estimates for the Company’s Insurance Operations, its actuaries perform detailed reserve analyses each quarter. To perform the analysis, the data is organized at a “reserve category” level. A reserve category can be a line of business such as commercial automobile liability, or it can be a particular type of claim such as construction defect. The reserves within a reserve category level are characterized as short-tail through long-tail. For long-tail business, it will generally be several years between the time the business is written and the time when all claims are settled. The Company’s long-tail exposures include general liability, professional liability, products liability, commercial automobile liability, and excess and umbrella. Short-tail exposures include property, commercial automobile physical damage, and equine mortality. To manage its insurance operations, the Company differentiates by product classifications, which are Penn-America, United National, and Diamond State. For further discussion about the Company’s product classifications, see “General – Business Segments – Insurance Operations” in Item 1 of Part I of the Company’s 2012 Annual Report on Form 10-K. Each of the Company’s product classifications contain both long-tail and short-tail exposures. Every reserve category is analyzed by the Company’s actuaries each quarter. The analyses generally include reviews of losses gross of reinsurance and net of reinsurance.

Loss reserve estimates for the Company’s Reinsurance Operations are developed by independent, external actuaries; however management is responsible for the final determination of loss reserve selections. The data for this analysis is organized by treaty and treaty year. As with the Company’s reserves for its Insurance Operations, reserves for its Reinsurance Operations are characterized as short-tail through long-tail. Long-tail exposures include workers compensation, professional liability, and excess and umbrella liability. Short-tail exposures are primarily catastrophe exposed property accounts. Every treaty is reviewed each quarter, both gross and net of reinsurance.

In addition to the Company’s internal reserve analysis, independent external actuaries will perform a full, detailed review of the Insurance and Reinsurance Operations’ reserves annually. The Company does not rely upon the review by the independent actuaries to develop its reserves; however, the data is used to corroborate the analysis performed by the in-house actuarial staff and management.

31

GLOBAL INDEMNITY PLC

The methods used to project ultimate losses for both long-tail and short-tail exposures include, but are not limited to, the following:

• Paid Development method;

• Incurred Development method;

• Expected Loss Ratio method;

• Bornhuetter-Ferguson method using premiums and paid loss;

• Bornhuetter-Ferguson method using premiums and incurred loss; and

• Average Loss method.

The Paid Development method estimates ultimate losses by reviewing paid loss patterns and applying them to accident years with further expected changes in paid loss. Selection of the paid loss pattern requires analysis of several factors including the impact of inflation on claims costs, the rate at which claims professionals make claim payments and close claims, the impact of judicial decisions, the impact of underwriting changes, the impact of large claim payments and other factors. Claim cost inflation itself requires evaluation of changes in the cost of repairing or replacing property, changes in the cost of medical care, changes in the cost of wage replacement, judicial decisions, legislative changes and other factors. Because this method assumes that losses are paid at a consistent rate, changes in any of these factors can impact the results. Since the method does not rely on case reserves, it is not directly influenced by changes in the adequacy of case reserves.

For many reserve categories, paid loss data for recent periods may be too immature or erratic for accurate predictions. This situation often exists for long-tail exposures. In addition, changes in the factors described above may result in inconsistent payment patterns. Finally, estimating the paid loss pattern subsequent to the most mature point available in the data analyzed often involves considerable uncertainty for long-tail reserve categories.

The Incurred Development method is similar to the Paid Development method, but it uses case incurred losses instead of paid losses. Since this method uses more data (case reserves in addition to paid losses) than the Paid Development method, the incurred development patterns may be less variable than paid development patterns. However, selection of the incurred loss pattern requires analysis of all of the factors listed in the description of the Paid Development method. In addition, the inclusion of case reserves can lead to distortions if changes in case reserving practices have taken place and the use of case incurred losses may not eliminate the issues associated with estimating the incurred loss pattern subsequent to the most mature point available.

The Expected Loss Ratio method multiplies premiums by an expected loss ratio to produce ultimate loss estimates for each accident year. This method may be useful if loss development patterns are inconsistent, losses emerge very slowly, or there is relatively little loss history from which to estimate future losses. The selection of the expected loss ratio requires analysis of loss ratios from earlier accident years or pricing studies and analysis of inflationary trends, frequency trends, rate changes, underwriting changes, and other applicable factors.

The Bornhuetter-Ferguson method using premiums and paid losses is a combination of the Paid Development method and the Expected Loss Ratio method. This method normally determines expected loss ratios similar to the method used for the Expected Loss Ratio method and requires analysis of the same factors described above. The method assumes that only future losses will develop at the expected loss ratio level. The percent of paid loss to ultimate loss implied from the Paid Development method is used to determine what percentage of ultimate loss is yet to be paid. The use of the pattern from the Paid Development method requires consideration of all factors listed in the description of the Paid Development method. The estimate of losses yet to be paid is added to current paid losses to estimate the ultimate loss for each year. This method will react very slowly if actual ultimate loss ratios are different from expectations due to changes not accounted for by the expected loss ratio calculation.

The Bornhuetter-Ferguson method using premiums and incurred losses is similar to the Bornhuetter-Ferguson method using premiums and paid losses except that it uses case incurred losses. The use of case incurred losses instead of paid losses can result in development patterns that are less variable than paid development patterns.

32

GLOBAL INDEMNITY PLC

However, the inclusion of case reserves can lead to distortions if changes in case reserving practices have taken place. The method requires analysis of all the factors that need to be reviewed for the Expected Loss Ratio and Incurred Development methods.

The Average Loss method multiplies a projected number of ultimate claims by an estimated ultimate average loss for each accident year to produce ultimate loss estimates. Since projections of the ultimate number of claims are often less variable than projections of ultimate loss, this method can provide more reliable results for reserve categories where loss development patterns are inconsistent or too variable to be relied on exclusively. In addition, this method can more directly account for changes in coverage that impact the number and size of claims. However, this method can be difficult to apply to situations where very large claims or a substantial number of unusual claims result in volatile average claim sizes. Projecting the ultimate number of claims requires analysis of several factors including the rate at which policyholders report claims to the Company, the impact of judicial decisions, the impact of underwriting changes and other factors. Estimating the ultimate average loss requires analysis of the impact of large losses and claim cost trends based on changes in the cost of repairing or replacing property, changes in the cost of medical care, changes in the cost of wage replacement, judicial decisions, legislative changes and other factors.

For many exposures, especially those that can be considered long-tail, a particular accident year may not have a sufficient volume of paid losses to produce a statistically reliable estimate of ultimate losses. In such a case, the Company’s actuaries typically assign more weight to the Incurred Development method than to the Paid Development method. As claims continue to settle and the volume of paid losses increases, the actuaries may assign additional weight to the Paid Development method. For most of the Company’s reserve categories, even the incurred losses for accident years that are early in the claim settlement process will not be of sufficient volume to produce a reliable estimate of ultimate losses. In these cases, the Company will not assign any weight to the Paid and Incurred Development methods and will use the Bornhuetter-Ferguson and Expected Loss Ratio methods. For short-tail exposures, the Paid and Incurred Development methods can often be relied on sooner primarily because the Company’s history includes a sufficient number of years to cover the entire period over which paid and incurred losses are expected to change. However, the Company may also use the Expected Loss Ratio, Bornhuetter-Ferguson and Average Loss methods for short-tail exposures.

Generally, reserves for long-tail lines use the Expected Loss Ratio method for the most recent accident year, shift to the Bornhuetter-Ferguson methods for the next two years, and then shift to the Incurred and/or Paid Development method. Claims related to umbrella business are usually reported later than claims for other long-tail lines. For umbrella business, the Expected Loss Ratio and Bornhuetter-Ferguson methods are used for as many as six years before shifting to the Incurred Development method. Reserves for short-tail lines use the Bornhuetter-Ferguson methods for the most recent accident year and shift to the Incurred and/or Paid Development method in subsequent years.

For other more complex reserve categories where the above methods may not produce reliable indications, the Company uses additional methods tailored to the characteristics of the specific situation. Such reserve categories include losses from construction defects and asbestos and environmental (“A&E”).

For construction defect losses, the Company’s actuaries organize losses by the year in which they were reported. To estimate losses from claims that have not been reported, various extrapolation techniques are applied to the pattern of claims that have been reported to estimate the number of claims yet to be reported. This process requires analysis of several factors including the rate at which policyholders report claims to the Company, the impact of judicial decisions, the impact of underwriting changes and other factors. An average claim size is determined from past experience and applied to the number of unreported claims to estimate reserves for these claims.

Establishing reserves for A&E and other mass tort claims involves considerably more judgment than other types of claims due to, among other things, inconsistent court decisions, an increase in bankruptcy filings as a result of asbestos-related liabilities, and judicial interpretations that often expand theories of recovery and broaden the scope of coverage. The insurance industry continues to receive a substantial number of asbestos-related bodily injury claims, with an increasing focus being directed toward other parties, including installers of products containing asbestos rather than against asbestos manufacturers. This shift has resulted in significant insurance coverage litigation implicating applicable coverage defenses or determinations, if any, including but not limited to, determinations as to whether or not an asbestos-related bodily injury claim is subject to aggregate limits of liability

33

GLOBAL INDEMNITY PLC

found in most comprehensive general liability policies. In response to these continuing developments, management increased gross and net A&E reserves during 2008 to reflect its best estimate of A&E exposures. In 2009, one of the Company’s insurance companies was dismissed from a lawsuit seeking coverage from it and other unrelated insurance companies. The suit involved issues related to approximately 3,900 existing asbestos related bodily injury claims and future claims. The dismissal was the result of a settlement of a disputed claim related to accident year 1984. The settlement is conditioned upon certain legal events occurring which may trigger financial obligations by the insurance company.

On October 9, 2012, The United States District Court for the Northern District of California (District Court) issued an order confirming an amended plan of reorganization (Plan) for a named insured that included an injunction under 11 U.S.C. Section 524(g) (US bankruptcy code) related to the suit above. The injunction, also called a “channeling injunction,” precludes, inter alia, non-settling insurers from asserting claims against one of the Company’s insurance companies and asbestos related claims by third parties against one of the Company’s insurance companies that are related to the named insured. An appeal from the District Court order has been filed with the 9th Circuit Court of Appeals. A motion for stay to prevent the Plan and the channeling injunction from taking effect has been denied by the District Court. Management will continue to monitor the developments of the litigation to determine if any additional financial exposure is present.

In addition, the Company has exposure to other asbestos related matters. In 2013, two claims were reported on an excess policy that was written in 1985. Management will continue to monitor the developments of the litigation noted above as well as the new claims that have been reported to determine if any additional financial exposure is present.

Reserve analyses performed by the Company’s internal and external actuaries result in actuarial point estimates. The results of the detailed reserve reviews were summarized and discussed with the Company’s senior management to determine the best estimate of reserves. This group considered many factors in making this decision. The factors included, but were not limited to, the historical pattern and volatility of the actuarial indications, the sensitivity of the actuarial indications to changes in paid and incurred loss patterns, the consistency of claims handling processes, the consistency of case reserving practices, changes in the Company’s pricing and underwriting, and overall pricing and underwriting trends in the insurance market.

Management’s best estimate at June 30, 2013 was recorded as the loss reserve. Management’s best estimate is as of a particular point in time and is based upon known facts, the Company’s actuarial analyses, current law, and the Company’s judgment. This resulted in carried gross and net reserves of $844.9 million and $615.1 million, respectively, as of June 30, 2013. A breakout of the Company’s gross and net reserves, excluding the effects of the intercompany pooling arrangements and intercompany stop loss and quota share reinsurance agreements, as of June 30, 2013 is as follows:

	Gross Reserves
(Dollars in thousands)	Case		IBNR(1)		Total
Insurance Operations	$	231,031	$	506,956	$	737,987
Reinsurance Operations		39,662		67,269		106,931
Total	$	270,693	$	574,225	$	844,918

	Net Reserves(2)
	Case		IBNR(1)		Total
Insurance Operations	$	152,435	$	357,118	$	509,553
Reinsurance Operations		39,662		65,868		105,530
Total	$	192,097	$	422,986	$	615,083

(1) Losses incurred but not reported, including the expected future emergence of case reserves.

(2) Does not include reinsurance receivable on paid losses.

The Company continually reviews these estimates and, based on new developments and information, includes adjustments of the estimated ultimate liability in the operating results for the periods in which the adjustments are made. The establishment of loss and loss adjustment expense reserves makes no provision for the possible

34

GLOBAL INDEMNITY PLC

broadening of coverage by legislative action or judicial interpretation, or the emergence of new types of losses not sufficiently represented in the Company’s historical experience or that cannot yet be quantified or estimated. The Company regularly analyzes its reserves and reviews pricing and reserving methodologies so that future adjustments to prior year reserves can be minimized. However, given the complexity of this process, reserves require continual updates and the ultimate liability may be higher or lower than previously indicated. See Note 6 of the notes to the consolidated financial statements in Item 1 of Part I of this report for details concerning the changes in the estimate for incurred loss and loss adjustment expenses related to prior accident years.

The detailed reserve analyses that the Company’s internal and external actuaries complete use a variety of generally accepted actuarial methods and techniques to produce a number of estimates of ultimate loss. The Company determines its best estimate of ultimate loss by reviewing the various estimates and assigning weight to each estimate given the characteristics of the reserve category being reviewed. The reserve estimate is the difference between the estimated ultimate loss and the losses paid to date. The difference between the estimated ultimate loss and the case incurred loss (paid loss plus case reserve) is considered to be losses incurred but not reported (“IBNR”). IBNR calculated as such includes a provision for development on known cases (supplemental development) as well as a provision for claims that have occurred but have not yet been reported (pure IBNR).

In light of the many uncertainties associated with establishing the estimates and making the assumptions necessary to establish reserve levels, the Company reviews its reserve estimates on a regular basis and makes adjustments in the period that the need for such adjustments is determined. The anticipated future loss emergence continues to be reflective of historical patterns, and the selected development patterns have not changed significantly from those underlying the Company’s most recent analyses.

The key assumptions fundamental to the reserving process are often different for various reserve categories and accident years. Some of these assumptions are explicit assumptions that are required of a particular method, but most of the assumptions are implicit and cannot be precisely quantified. An example of an explicit assumption is the pattern employed in the Paid Development method. However, the assumed pattern is itself based on several implicit assumptions such as the impact of inflation on medical costs and the rate at which claim professionals close claims. Loss frequency is a measure of the number of claims per unit of insured exposure, and loss severity is a measure of the average size of claims. Each reserve segment has an implicit frequency and severity for each accident year as a result of the various assumptions made.

Previous reserve analyses have resulted in the Company’s identification of information and trends that have caused it to increase or decrease its frequency and severity assumptions in prior periods and could lead to the identification of a need for additional material changes in loss and loss adjustment expense reserves, which could materially affect results of operations, equity, business and insurer financial strength and debt ratings. Factors affecting loss frequency include, among other things, the effectiveness of loss controls and safety programs and changes in economic activity or weather patterns. Factors affecting loss severity include, among other things, changes in policy limits and deductibles, rate of inflation and judicial interpretations. Another factor affecting estimates of loss frequency and severity is the loss reporting lag, which is the period of time between the occurrence of a loss and the date the loss is reported to the Company. The length of the loss reporting lag affects the Company’s ability to accurately predict loss frequency (loss frequencies are more predictable for short-tail lines) as well as the amount of reserves needed for IBNR.

If the actual levels of loss frequency and severity are higher or lower than expected, the ultimate losses will be different than management’s best estimate. For most of its reserving classes, the Company believes that frequency can be predicted with greater accuracy than severity. Therefore, the Company believes management’s best estimate is more sensitive to changes in severity than frequency. The following table, which the Company believes reflects a reasonable range of variability around its best estimate based on the Company’s historical loss experience and management’s judgment, reflects the impact of changes (which could be favorable or unfavorable) in frequency and severity on the Company’s current accident year net loss estimate of $70.1 million for claims occurring during the six months ended June 30, 2013:

(Dollars in thousands)			Severity Change
			–10%			–5%			0%			5%			10%
Frequency Change	–5	%	$	(10,163	)	$	(6,833	)	$	(3,504	)	$	(175	)	$	3,154
	–3	%		(8,901	)		(5,502	)		(2,103	)		1,297			4,696
	–2	%		(8,270	)		(4,836	)		(1,402	)		2,033			5,467
	–1	%		(7,639	)		(4,170	)		(701	)		2,768			6,238
	0	%		(7,009	)		(3,504	)		—			3,504			7,009
	1	%		(6,378	)		(2,839	)		701			4,240			7,780
	2	%		(5,747	)		(2,173	)		1,402			4,976			8,551
	3	%		(5,116	)		(1,507	)		2,103			5,712			9,322
	5	%		(3,855	)		(175	)		3,504			7,184			10,863

35

GLOBAL INDEMNITY PLC

The Company’s net reserves for losses and loss expenses of $615.1 million as of June 30, 2013 relate to multiple accident years. Therefore, the impact of changes in frequency and severity for more than one accident year could be higher or lower than the amounts reflected above.

Recoverability of Reinsurance Receivables

The Company regularly reviews the collectability of its reinsurance receivables and includes adjustments resulting from this review in earnings in the period in which the adjustment arises. A.M. Best ratings, financial history, available collateral and payment history with its reinsurers are several of the factors that the Company considers when judging collectability. Changes in loss reserves can also affect the valuation of reinsurance receivables if the change is related to loss reserves that are ceded to reinsurers. Certain amounts may be uncollectible if the Company’s reinsurers dispute a loss or if the reinsurer is unable to pay. If its reinsurers do not pay, the Company is still legally obligated to pay the loss.

Investments

The carrying amount of the Company’s investments approximates their fair value. The Company regularly performs various analytical valuation procedures with respect to investments, including reviewing each fixed maturity security in an unrealized loss position to determine the amount of unrealized loss related to credit loss and the amount related to all other factors, such as changes in interest rates. The credit loss represents the portion of the amortized book value in excess of the net present value of the projected future cash flows discounted at the effective interest rate implicit in the debt security prior to impairment. The credit loss component of the other than temporary impairment is recorded through earnings, whereas the amount relating to factors other than credit losses are recorded in other comprehensive income, net of taxes. During its review, the Company considers credit rating, market price, and issuer specific financial information, among other factors, to assess the likelihood of collection of all principal and interest as contractually due. Securities for which the Company determines that a credit loss is likely are subjected to further analysis to estimate the credit loss to be recognized in earnings, if any. See Note 3 of the notes to consolidated financial statements in Item 1 of Part I of this report for the specific methodologies and significant assumptions used by asset class. Upon identification of such securities and periodically thereafter, a detailed review is performed to determine whether the decline is considered other than temporary. This review includes an analysis of several factors, including but not limited to, the credit ratings and cash flows of the securities and the magnitude and length of time that the fair value of such securities is below cost.

For an analysis of the Company’s securities with gross unrealized losses as of June 30, 2013 and December 31, 2012, and for other than temporary impairment losses that the Company recorded for the quarters and six months ended June 30, 2013 and 2012, please see Note 3 of the notes to the consolidated financial statements in Item 1 of Part I of this report.

Fair Value Measurements

Unless otherwise noted, the reported value of assets and liabilities approximates their fair value.

The Company categorizes its investment assets that are accounted for at fair value in the consolidated statements into a fair value hierarchy. The fair value hierarchy is directly related to the amount of subjectivity associated with the inputs utilized to determine the fair value of these assets. See Note 4 of the notes to the consolidated financial statements in Item 1 of Part I of this report for further information about the fair value hierarchy and the Company’s assets that are accounted for at fair value.

36

GLOBAL INDEMNITY PLC

Goodwill and Intangible Assets

The Company tests for impairment of goodwill at least annually and more frequently as circumstances warrant in accordance with applicable accounting guidance. Accounting guidance allows for the testing of goodwill for impairment using both qualitative and quantitative factors. Impairment of goodwill is recognized only if the carrying amount of the business unit, including goodwill, exceeds the fair value of the reporting unit. The amount of the impairment loss would be equal to the excess carrying value of the goodwill over the implied fair value of the reporting unit goodwill.

Impairment of intangible assets with indefinite useful lives is tested at least annually and more frequently as circumstances warrant in accordance with applicable accounting guidance. Accounting guidance allows for the testing of intangible assets for impairment using both qualitative and quantitative factors. Impairment of indefinite lived intangible assets is recognized only if the carrying amount of the intangible assets exceeds the fair value of said assets. The amount of the impairment loss would be equal to the excess carrying value of the assets over the fair value of said assets.

Intangible assets that are not deemed to have an indefinite useful life are amortized over their estimated useful lives. The carrying amounts of definite lived intangible assets are regularly reviewed for indicators of impairment in accordance with applicable accounting guidance. Impairment is recognized only if the carrying amount of the intangible asset is in excess of its undiscounted projected cash flows. The impairment is measured as the difference between the carrying amount and the estimated fair value of the asset.

Deferred Acquisition Costs

The costs of acquiring new and renewal insurance and reinsurance contracts include commissions, premium taxes and certain other costs that vary with and are directly related to the successful acquisition of new and renewal insurance and reinsurance contracts. The excess of the Company’s costs of acquiring new and renewal insurance and reinsurance contracts over the related ceding commissions earned from reinsurers is capitalized as deferred acquisition costs and amortized over the period in which the related premiums are earned.

In accordance with accounting guidance for insurance enterprises, the method followed in computing such amounts limits them to their estimated realizable value that gives effect to the premium to be earned, related investment income, losses and loss adjustment expenses, and certain other costs expected to be incurred as the premium is earned. A premium deficiency is recognized if the sum of expected loss and loss adjustment expenses and unamortized acquisition costs exceeds related unearned premium. Any future expected loss on the related unearned premium is recorded first by impairing the unamortized acquisition costs on the related unearned premium followed by an increase to loss and loss adjustment expense reserves on additional expected loss in excess of unamortized acquisition costs.

Taxation

The Company provides for income taxes in accordance with applicable accounting guidance. The Company’s deferred tax assets and liabilities primarily result from temporary differences between the amounts recorded in the consolidated financial statements and the tax basis of the Company’s assets and liabilities.

At each balance sheet date, management assesses the need to establish a valuation allowance that reduces deferred tax assets when it is more likely than not that all, or some portion, of the deferred tax assets will not be realized. A valuation allowance would be based on all available information including the Company’s assessment of uncertain tax positions and projections of future taxable income from each tax-paying component in each jurisdiction, principally derived from business plans and available tax planning strategies. There are no valuation allowances as of June 30, 2013 or December 31, 2012. The deferred tax asset balance is analyzed regularly by management. Based on these analyses, the Company has determined that its deferred tax asset is recoverable. Projections of future taxable income incorporate several assumptions of future business and operations that are apt to differ from actual experience. If, in the future, the Company’s assumptions and estimates that resulted in its forecast of future taxable income for each tax-paying component prove to be incorrect, a valuation allowance may be required. This could have a material adverse effect on the Company’s financial condition, results of operations, and liquidity.

37

GLOBAL INDEMNITY PLC

On an interim basis, the Company records its tax provision using the expected full year effective tax rate. Forecasts which compute taxable income and taxes expected to be incurred in the jurisdictions where the Company does business are prepared several times per year. The effective tax rate is computed by dividing forecasted income tax expense not including tax on net realized investment gains (losses) and discrete items by forecasted pre-tax income not including net realized investment gains (losses) and discrete items. Changes in pre-tax and taxable income in the jurisdictions where the Company does business can change the effective tax rate. To compute the Company’s income tax expense on an interim basis, the Company applies its expected full year effective tax rate against its pre-tax income excluding net realized investment gains (losses) and discrete items and then adds actual tax on net realized investment gains (losses) and discrete items to that result.

The Company applies a more likely than not recognition threshold for all tax uncertainties, only allowing the recognition of those tax benefits that have a greater than 50% likelihood of being sustained upon examination by the taxing authorities.

Business Segments

The Company manages its business through two business segments: Insurance Operations, which includes the operations of United National Insurance Company, Diamond State Insurance Company, United National Casualty Insurance Company, United National Specialty Insurance Company, Penn-America Insurance Company, Penn-Star Insurance Company, Penn-Patriot Insurance Company, American Insurance Adjustment Agency, Inc., Collectibles Insurance Services, LLC, Global Indemnity Insurance Agency, LLC, and J.H. Ferguson & Associates, LLC, and Reinsurance Operations, which includes the operations of Wind River Reinsurance Company, Ltd.

The Company evaluates the performance of its Insurance Operations and Reinsurance Operations segments based on gross and net premiums written, revenues in the form of net premiums earned and commission and fee income, and expenses in the form of net losses and loss adjustment expenses, acquisition costs and other underwriting expenses.

For a description of the Company’s segments, see “Business Segments” in Item 1 of Part I in the Company’s 2012 Annual Report on Form 10-K.

The following table sets forth an analysis of financial data for the Company’s segments during the periods indicated:

(Dollars in thousands)	Quarters Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Insurance Operations premiums written:
Gross premiums written	$	61,879		$	52,371		$	112,967		$	100,205
Ceded premiums written		5,492			6,497			8,952			13,425
Net premiums written	$	56,387		$	45,874		$	104,015		$	86,780
Reinsurance Operations premiums written:
Gross premiums written	$	22,366		$	15,261		$	46,217		$	25,185
Ceded premiums written		407			—			408			549
Net premiums written	$	21,959		$	15,261		$	45,809		$	24,636
Revenues:(1)
Insurance Operations	$	47,164		$	43,662		$	92,486		$	91,317
Reinsurance Operations		11,754			14,157			22,482			30,620
Total revenues	$	58,918		$	57,819		$	114,968		$	121,937
Expenses:(2)
Insurance Operations(3)	$	51,294		$	49,470		$	100,431		$	102,040
Reinsurance Operations		8,102			10,448			15,230			23,054
Total expenses	$	59,396		$	59,918		$	115,661		$	125,094
Income (loss) from segments:
Insurance Operations	$	(4,130	)	$	(5,808	)	$	(7,945	)	$	(10,723	)
Reinsurance Operations		3,652			3,709			7,252			7,566
Total income (loss) from segments	$	(478	)	$	(2,099	)	$	(693	)	$	(3,157	)
Insurance combined ratio analysis:(4)
Insurance Operations
Loss ratio		65.3			68.6			64.4			69.3
Expense ratio		44.1			45.1			44.6			42.9
Combined ratio		109.4			113.7			109.0			112.2
Reinsurance Operations
Loss ratio		36.8			43.8			32.8			48.3
Expense ratio		32.2			29.0			35.0			25.2
Combined ratio		69.0			72.8			67.8			73.5
Consolidated
Loss ratio		59.5			62.5			58.2			63.9
Expense ratio		41.7			41.1			42.7			38.4
Combined ratio		101.2			103.6			100.9			102.3

38

GLOBAL INDEMNITY PLC

(1) Excludes net investment income and net realized investment gains, which are not allocated to the Company’s segments.

(2) Excludes corporate and other operating expenses and interest expense, which are not allocated to the Company’s segments.

(3) Includes excise tax of $246 and $227 for the quarters ended June 30, 2013 and 2012, respectively, and excise tax of $482 and $475 for the six months ended June 30, 2013 and 2012, respectively, related to cessions from the Company’s Insurance Operations to the Company’s Reinsurance Operations.

(4) The Company’s insurance combined ratios are non-GAAP financial measures that are generally viewed in the insurance industry as indicators of underwriting profitability. The loss ratio is the ratio of net losses and loss adjustment expenses to net premiums earned. The expense ratio is the ratio of acquisition costs and other underwriting expenses to net premiums earned. The combined ratio is the sum of the loss and expense ratios.

39

GLOBAL INDEMNITY PLC

Results of Operations

All percentage and dollar changes included in the text below have been calculated using the corresponding amounts from the applicable tables.

Quarter Ended June 30, 2013 Compared with the Quarter Ended June 30, 2012

Insurance Operations

The components of income from the Company’s Insurance Operations segment and corresponding underwriting ratios are as follows:

(Dollars in thousands)	Quarters Ended June 30,						Increase / (Decrease)
	2013			2012			$			%
Gross premiums written	$	61,879		$	52,371		$	9,508			18.2	%
Net premiums written	$	56,387		$	45,874		$	10,513			22.9	%
Net premiums earned	$	46,916		$	43,503		$	3,413			7.8	%
Other income		248			159			89			56.0	%
Total revenues	$	47,164		$	43,662		$	3,502			8.0	%
Losses and expenses:
Net losses and loss adjustment expenses		30,608			29,871			737			2.5	%
Acquisition costs and other underwriting expenses(1)		20,686			19,599			1,087			5.5	%
Loss from segment	$	(4,130	)	$	(5,808	)	$	1,678			28.9	%
Underwriting Ratios:
Loss ratio:
Current accident year		66.2			70.3			(4.1	)
Prior accident year		(0.9	)		(1.7	)		0.8
Calendar year loss ratio		65.3			68.6			(3.3	)
Expense ratio		44.1			45.1			(1.0	)
Combined ratio		109.4			113.7			(4.3	)

(1) Includes excise tax of $246 and $227 related to cessions from the Company’s Insurance Operations to its Reinsurance Operations for the quarters ended June 30, 2013 and 2012, respectively.

Premiums

Gross premiums written, which represent the amount received or to be received for insurance policies written without reduction for reinsurance costs or other deductions, were $61.9 million for the quarter ended June 30, 2013, compared with $52.4 million for the quarter ended June 30, 2012, an increase of $9.5 million or 18.2%. The increase was primarily driven by growth in the Company’s small business line of $5.7 million, as well as growth in the property brokerage, programs and other lines. Growth was driven by both new business and pricing increases.

Net premiums written, which equal gross premiums written less ceded premiums written, were $56.4 million for the quarter ended June 30, 2013, compared with $45.9 million for the quarter ended June 30, 2012, an increase of $10.5 million or 22.9%. The increase was primarily due to the increase in gross premiums written and a reduction of ceded premiums written as a result of an increase in retention on direct business. The ratio of net premiums written to gross premiums written was 91.1% for the quarter ended June 30, 2013 and 87.6% for the quarter ended June 30, 2012, an increase of 3.5%.

Net premiums earned were $46.9 million for the quarter ended June 30, 2013, compared with $43.5 million for the quarter ended June 30, 2012, an increase of $3.4 million or 7.8%. The increase was primarily due to increases in net premiums written within the previous year. Property net premiums earned for the quarters ended June 30, 2013 and 2012 were $27.1 million and $22.7 million, respectively. Casualty net premiums earned for the quarters ended June 30, 2013 and 2012 were $19.8 million and $20.8 million, respectively.

40

GLOBAL INDEMNITY PLC

The Company’s Insurance Operations’ gross written, net written, and net earned premiums by product line are as follows:

(Dollars in thousands)	Quarter Ended June 30, 2013						Quarter Ended June 30, 2012
	Gross Written		Net Written		Net Earned		Gross Written		Net Written		Net Earned
Small Business Binding Authority	$	28,055	$	26,204	$	22,720	$	22,358	$	20,693	$	19,340
Property Brokerage		12,931		10,751		7,006		11,051		8,222		5,426
Programs		15,351		14,179		12,981		14,188		12,956		11,864
Other		5,542		5,253		4,209		4,774		4,003		6,873
Total	$	61,879	$	56,387	$	46,916	$	52,371	$	45,874	$	43,503

Other Income

Other income was $0.2 million for each of the quarters ended June 30, 2013 and 2012, respectively. Other income is primarily comprised of fee income.

Net Losses and Loss Adjustment Expenses

The loss ratio for the Company’s Insurance Operations was 65.3% for the quarter ended June 30, 2013 compared with 68.6% for the quarter ended June 30, 2012. The decrease in the loss ratio was driven by better performance in property lines. The loss ratio is a non-GAAP financial measure that is generally viewed in the insurance industry as an indicator of underwriting profitability and is calculated by dividing net losses and loss adjustment expenses by net premiums earned.

The current accident year loss ratio for the quarter ended June 30, 2013 was 66.2%, a decrease of 4.1% from 70.3% for the quarter ended June 30, 2012. The quarter ended June 30, 2012 net losses and acquisition costs were lower than they otherwise would have been as a result of premium deficiencies recorded in 2011. Excluding the impact of premium deficiencies, the quarter ended June 30, 2012 current accident year loss ratio was 72.4%.

• The current accident year property loss ratio decreased 9.1% from 67.2% in the quarter ended June 30, 2012 to 58.1% in the quarter ended June 30, 2013.

• The non-catastrophe loss ratio decreased 11.6% from 52.1% in the quarter ended June 30, 2012 to 40.5% in the quarter ended June 30, 2013. Non-catastrophe losses were $11.0 million and $11.8 million for the quarters ended June 30, 2013 and 2012, respectively.

• The catastrophe loss ratio increased 2.5% from 15.1% in the quarter ended June 30, 2012 to 17.6% in the quarter ended June 30, 2013. Catastrophe losses were $4.8 million and $3.4 million for the quarters ended June 30, 2013 and 2012, respectively.

• The current accident year casualty loss ratio increased 3.4% from 73.7% in the quarter ended June 30, 2012 to 77.1% in the quarter ended June 30, 2013. The increase was primarily driven by the impact of premium deficiencies noted above. Excluding the impact of premium deficiencies, the quarter ended June 30, 2012 casualty loss ratio was 78.1%.

When analyzing loss reserves and prior year development, the Company considers many factors, including the frequency and severity of claims, loss trends, case reserve settlements that may have resulted in significant development, and any other additional or pertinent factors that may impact reserve estimates.

In the second quarter of 2013, the Company reduced its prior accident year loss reserves by $0.4 million, which primarily consisted of the following:

• Property: A $2.2 million reduction primarily driven by $1.1 million of better than expected development from accident year 2012 catastrophes as well as lower than expected non-catastrophe severity from accident years 2010 and 2012.

• General liability: A $1.8 million reduction primarily due to better than expected emergence from accident years 2007 through 2011 partially offset by an increase to accident year 2012 due to higher than anticipated loss emergence.

• Asbestos: A $3.5 million increase primary related to policies written prior to 1990. 

41

GLOBAL INDEMNITY PLC

In the second quarter of 2012, the Company reduced its prior accident year loss reserves by $0.7 million, which primarily consisted of the following:

• General liability: A $0.6 million reduction primarily consisting of net reductions of $2.9 million in accident years 2008 and prior due to continued favorable emergence in small business packages. The Company also decreased its reinsurance allowance by $0.2 million in this line due to changes in its reinsurance exposure on specifically identified claims and general decreases in ceded reserves. Offsetting these decreases were increases of $2.5 million in accident years 2009 to 2011 primarily driven by loss emergence on certain construction defect claims.

• Professional liability: A $0.4 million reduction primarily related to recent favorable development on lawyer and real estate exposures.

• Marine: A $0.4 million increase primarily driven by unexpected loss emergence in protection and indemnity coverage in accident year 2011.

Net losses and loss adjustment expenses were $30.6 million for the quarter ended June 30, 2013, compared with $29.9 million for the quarter ended June 30, 2012, an increase of $0.7 million or 2.5%. Excluding the impact of prior year adjustments, the current accident year net losses and loss adjustment expenses were $31.0 million and $30.6 million for the quarters ended June 30, 2013 and 2012, respectively. This increase is primarily attributable to the impact of premium deficiencies noted above. Excluding the impact of premium deficiencies, the quarter ended June 30, 2012 loss and loss adjustment expenses were $30.8 million.

Acquisition Costs and Other Underwriting Expenses

Acquisition costs and other underwriting expenses were $20.7 million for the quarter ended June 30, 2013, compared with $19.6 million for the quarter ended June 30, 2012, an increase of $1.1 million or 5.5%. The increase is primarily due to the increase in earned premium volume as well as the impact of premium deficiencies noted above.

Expense and Combined Ratios

The expense ratio for the Company’s Insurance Operations was 44.1% for the quarter ended June 30, 2013, compared with 45.1% for the quarter ended June 30, 2012. The expense ratio is a non-GAAP financial measure that is calculated by dividing the sum of acquisition costs and other underwriting expenses by net premiums earned. The decrease in the expense ratio is primarily due to the increase in earned premium volume partially offset by the impact of premium deficiencies noted above. Excluding the impact of premium deficiencies, the quarter ended June 30, 2012 expense ratio would have been 45.8%.

The combined ratio for the Company’s Insurance Operations was 109.4% for the quarter ended June 30, 2013, compared with 113.7% for the quarter ended June 30, 2012. The combined ratio is a non-GAAP financial measure and is the sum of the Company’s loss and expense ratios. Excluding the impact of prior year adjustments, the combined ratio decreased from 115.4% for the quarter ended June 30, 2012 to 110.3% for the quarter ended June 30, 2013. Excluding the impact of premium deficiencies, the quarter ended June 30, 2012 combined ratio was 116.6%. See discussion of loss ratio included in “Net Losses and Loss Adjustment Expenses” above and discussion of expense ratio in preceding paragraph for discussion of the decrease.

Loss from Segment

The factors described above resulted in a loss from the Company’s Insurance Operations of $4.1 million for the quarter ended June 30, 2013, compared to a loss of $5.8 million for the quarter ended June 30, 2012.

42

GLOBAL INDEMNITY PLC

Reinsurance Operations

The components of income from the Company’s Reinsurance Operations segment and corresponding underwriting ratios are as follows:

	Quarters Ended June 30,						Increase / (Decrease)
(Dollars in thousands)	2013			2012			$			%
Gross premiums written	$	22,366		$	15,261		$	7,105			46.6	%
Net premiums written	$	21,959		$	15,261		$	6,698			43.9	%
Net premiums earned	$	11,755		$	14,356		$	(2,601	)		(18.1	%)
Other loss		(1	)		(199	)		198			99.5	%
Total revenues	$	11,754		$	14,157		$	(2,403	)		(17.0	%)
Losses and expenses:
Net losses and loss adjustment expenses		4,316			6,287			(1,971	)		(31.4	%)
Acquisition costs and other underwriting expenses		3,786			4,161			(375	)		(9.0	%)
Income from segment	$	3,652		$	3,709		$	(57	)		(1.5	%)
Underwriting Ratios:
Loss ratio:
Current accident year		39.1			43.1			(4.0	)
Prior accident year		(2.3	)		0.7			(3.0	)
Calendar year loss ratio		36.8			43.8			(7.0	)
Expense ratio		32.2			29.0			3.2
Combined ratio		69.0			72.8			(3.8	)

Premiums

Gross premiums written, which represent the amount received or to be received for reinsurance agreements written without reduction for reinsurance costs or other deductions, were $22.4 million for the quarter ended June 30, 2013, compared with $15.3 million for the quarter ended June 30, 2012, an increase of $7.1 million or 46.6%. The increase was primarily due to several new treaties written during 2013. Wind River is primarily writing property treaties at the current time.

Net premiums written, which equal gross premiums written less ceded premiums written, were $22.0 million for the quarter ended June 30, 2013, compared with $15.3 million for the quarter ended June 30, 2012, an increase of $6.7 million or 43.9%. The increase was primarily due to the increase in gross premiums written noted above.

Net premiums earned were $11.8 million for the quarter ended June 30, 2013, compared with $14.4 million for the quarter ended June 30, 2012, a decrease of $2.6 million or 18.1%. The decrease was primarily due to exits of unprofitable treaties in previous years. Property net premiums earned for the quarters ended June 30, 2013 and 2012 were $11.3 million and $8.4 million, respectively. Casualty net premiums earned for the quarters ended June 30, 2013 and 2012 were $0.5 million and $6.0 million, respectively.

Other Loss

Other loss was $0.001 million and $0.2 million for the quarters ended June 30, 2013 and 2012, respectively. Other loss is comprised of foreign exchange gains and losses.

Net Losses and Loss Adjustment Expenses

The loss ratio for the Company’s Reinsurance Operations was 36.8% for the quarter ended June 30, 2013 compared with 43.8% for the quarter ended June 30, 2012. The decrease is primarily due to runoff in 2012 of casualty treaties which were discontinued in 2011 partially offset by an increase in catastrophe activity in 2013. The loss ratio is a non-GAAP financial measure that is generally viewed in the insurance industry as an indicator of underwriting profitability and is calculated by dividing net losses and loss adjustment expenses by net premiums earned.

The current accident year loss ratio decreased 4.0% from 43.1% for the quarter ended June 30, 2012 to 39.1% for the quarter ended June 30, 2013 primarily due to runoff in 2012 of casualty treaties which were discontinued in 2011 partially offset by an increase in property catastrophe activity in 2013. The property lines catastrophe loss ratio increased to 33.4% for the quarter ended June 30, 2013 from 14.6% for the quarter ended June 30, 2012.

43

GLOBAL INDEMNITY PLC

There was a decrease in net losses and loss adjustment expenses for prior accident years of $0.3 million in the quarter ended June 30, 2013 which reduced the loss ratio by 2.3%, compared to an increase in net losses and loss adjustment expenses for prior accident years of $0.1 million in the quarter ended June 30, 2012 which increased the loss ratio 0.7%.

Net losses and loss adjustment expenses were $4.3 million for the quarter ended June 30, 2013, compared with $6.3 million for the quarter ended June 30, 2012, a decrease of $2.0 million or 31.4%. Excluding the impact of prior year adjustments, the current accident year net losses and loss adjustment expenses decreased from $6.2 million for the quarter ended June 30, 2012 to $4.6 million for the quarter ended June 30, 2013. This decrease is primarily attributable to the decrease in net earned premiums in 2013 and exits of unprofitable treaties in previous years.

Acquisition Costs and Other Underwriting Expenses

Acquisition costs and other underwriting expenses were $3.8 million for the quarter ended June 30, 2013, compared with $4.2 million for the quarter ended June 30, 2012, a decrease of $0.4 million or 9.0%. The decrease is primarily due to the decrease in earned premium volume. Excluding the impact of premium deficiencies, the quarter ended June 30, 2012 acquisition costs and other underwriting expenses would have been $5.1 million.

Expense and Combined Ratios

The expense ratio for the Company’s Reinsurance Operations was 32.2% for the quarter ended June 30, 2013, compared with 29.0% for the quarter ended June 30, 2012. The expense ratio is a non-GAAP financial measure that is calculated by dividing the sum of acquisition costs and other underwriting expenses by net premiums earned. The increase is primarily due to the impact of premium deficiencies noted above. Excluding the impact of premium deficiencies, the quarter ended June 30, 2012 expense ratio would have been 35.2%.

The combined ratio for the Company’s Reinsurance Operations was 69.0% for the quarter ended June 30, 2013, compared with 72.8% for the quarter ended June 30, 2012. The combined ratio is a non-GAAP financial measure and is the sum of the Company’s loss and expense ratios. Excluding the impact of prior accident year adjustments, the combined ratio decreased from 72.1% for the quarter ended June 30, 2012 to 71.3% for the quarter ended June 30, 2013. Excluding the impact of premium deficiencies, the quarter ended June 30, 2012 combined ratio was 80.6%. See discussion of loss ratio included in “Net Losses and Loss Adjustment Expenses” above and discussion of expense ratio in preceding paragraph for discussion of the decrease.

Income from Segment

The factors described above resulted in income from the Company’s Reinsurance Operations of $3.7 million for both of the quarters ended June 30, 2013 and June 30, 2012.

Unallocated Corporate Items

The following items are not allocated to the Company’s Insurance Operations or Reinsurance Operations segments:

	Quarters Ended June 30,						Increase / (Decrease)
(Dollars in thousands)	2013			2012			$			%
Net investment income	$	9,765		$	11,071		$	(1,306	)		(11.8	%)
Net realized investment gains		2,806			1,941			865			44.6	%
Corporate and other operating expenses		(2,472	)		(2,336	)		136			5.8	%
Interest expense		(1,181	)		(1,470	)		(289	)		(19.7	%)
Income tax benefit		224			2,497			(2,273	)		(91.0	%)

44

GLOBAL INDEMNITY PLC

Net Investment Income

Net investment income, which is gross investment income less investment expenses, was $9.8 million for the quarter ended June 30, 2013, compared with $11.1 million for the quarter ended June 30, 2012, a decrease of $1.3 million or 11.8%.

• Gross investment income, which excludes realized gains and losses, was $10.9 million for the quarter ended June 30, 2013, compared with $12.1 million for the quarter ended June 30, 2012, a decrease of $1.3 million or 10.4%. The decrease was primarily due to a reduction in the Company’s fixed income portfolio related to funding the share repurchase program in 2011 and 2012, repayment of debt, negative operating cash flow, and lower reinvestment yields.

• Investment expenses were $1.1 million for each of the quarters ended June 30, 2013 and June 30, 2012.

At June 30, 2013, the Company held agency mortgage-backed securities with a book value of $194.1 million. Excluding the agency mortgage-backed securities, the average duration of the Company’s fixed maturities portfolio was 2.2 years as of June 30, 2013 and June 30, 2012. Including cash and short-term investments, the average duration of the Company’s fixed maturities portfolio, excluding agency mortgage-backed securities, was 2.0 years as of June 30, 2013, compared with 2.1 years as of June 30, 2012. Changes in interest rates can cause principal payments on certain investments to extend or shorten which can impact duration. At June 30, 2013, the Company’s embedded book yield on its fixed maturities, not including cash, was 2.8% compared with 3.2% at June 30, 2012. The embedded book yield on the $195.0 million of municipal bonds in the Company’s portfolio was 2.9% at June 30, 2013, compared to an embedded book yield of 3.3% on the Company’s municipal bond portfolio of $210.7 million at June 30, 2012.

Net Realized Investment Gains

Net realized investment gains were $2.8 million for the quarter ended June 30, 2013, compared with $1.9 million for the quarter ended June 30, 2012. The net realized investment gains for 2013 consist primarily of net gains of $3.8 million relative to its equity securities offset by other than temporary impairment losses of $1.0 million. The net realized investment gains for 2012 consist primarily of net gains of $1.4 million relative to the Company’s fixed maturities and $1.8 million relative to its equity securities, offset by other than temporary impairment losses of $1.3 million.

See Note 3 of the notes to the consolidated financial statements in Item 1 of Part I of this report for an analysis of total investment return on a pre-tax basis for the quarters ended June 30, 2013 and 2012.

Corporate and Other Operating Expenses

Corporate and other operating expenses consist of outside legal fees, other professional fees, directors’ fees, management fees, salaries and benefits for holding company personnel, development costs for new products, and taxes incurred which are not directly related to operations. Corporate and other operating expenses were $2.5 million for the quarter ended June 30, 2013, compared with $2.3 million for the quarter ended June 30, 2012, an increase of $0.1 million or 5.8%.

Interest Expense

Interest expense was $1.2 million and $1.5 million for the quarters ended June 30, 2013 and 2012, respectively. This reduction was primarily due to a principal payment of $18.0 million on the Company’s senior notes payable made during July, 2012. See Note 13 of the notes to the consolidated financial statements in Item 8 of Part II of the Company’s 2012 Annual Report on Form 10-K for details on the Company’s debt.

Income Tax Benefit

The income tax benefit was $0.2 million for the quarter ended June 30, 2013 compared to $2.5 million for the quarter ended June 30, 2012. See Note 5 of the notes to the consolidated financial statements in Item 1 of Part I of this report for a comparison of income tax benefit between periods.

45

GLOBAL INDEMNITY PLC

Net Income

The factors described above resulted in net income of $8.7 million and $9.6 million for the quarters ended June 30, 2013 and 2012, respectively, a decrease of $0.9 million or 9.8%.

Six Months Ended June 30, 2013 Compared with the Six Months Ended June 30, 2012

Insurance Operations

The components of income from the Company’s Insurance Operations segment and corresponding underwriting ratios are as follows:

(Dollars in thousands)	Six Months Ended June 30,						Increase / (Decrease)
	2013			2012			$			%
Gross premiums written	$	112,967		$	100,205		$	12,762			12.7	%
Net premiums written	$	104,015		$	86,780		$	17,235			19.9	%
Net premiums earned	$	92,157		$	91,004		$	1,153			1.3	%
Other income		329			313			16			5.1	%
Total revenues	$	92,486		$	91,317		$	1,169			1.3	%
Losses and expenses:
Net losses and loss adjustment expenses		59,350			63,022			(3,672	)		(5.8	%)
Acquisition costs and other underwriting expenses(1)		41,081			39,018			2,063			5.3	%
Loss from segment	$	(7,945	)	$	(10,723	)	$	2,778			25.9	%
Underwriting Ratios:
Loss ratio:
Current accident year		67.9			71.6			(3.7	)
Prior accident year		(3.5	)		(2.3	)		(1.2	)
Calendar year loss ratio		64.4			69.3			(4.9	)
Expense ratio		44.6			42.9			1.7
Combined ratio		109.0			112.2			(3.2	)

(1) Includes excise tax of $482 and $475 related to cessions from the Company’s Insurance Operations to the Company’s Reinsurance Operations for the six months ended June 30, 2013 and 2012, respectively.

Premiums

Gross premiums written, which represent the amount received or to be received for insurance policies written without reduction for reinsurance costs or other deductions, were $113.0 million for the six months ended June 30, 2013, compared with $100.2 million for the six months ended June 30, 2012, an increase of $12.8 million or 12.7%. The increase was primarily driven by growth in the Company’s small business line of $8.5 million, as well as growth in the property brokerage, programs and other lines. Growth was driven by both new business and pricing increases.

Net premiums written, which equal gross premiums written less ceded premiums written, were $104.0 million for the six months ended June 30, 2013, compared with $86.8 million for the six months ended June 30, 2012, an increase of $17.2 million or 19.9%. The increase was primarily due to the increase in gross premiums written and a reduction of ceded premiums written as a result of an increase in retention on direct business. The ratio of net premiums written to gross premiums written was 92.1% for the six months ended June 30, 2013 and 86.6% for the six months ended June 30, 2012, an increase of 5.5 points.

Net premiums earned were $92.2 million for the six months ended June 30, 2013, compared with $91.0 million for the six months ended June 30, 2012, an increase of $1.2 million or 1.3%. The increase was primarily due to increases in net premiums written within the previous year. Property net premiums earned for the six months ended June 30, 2013 and 2012 were $53.1 million and $46.2 million, respectively. Casualty net premiums earned for the six months ended June 30, 2013 and 2012 were $39.1 million and $44.8 million, respectively.

46

GLOBAL INDEMNITY PLC

The Company’s Insurance Operations’ gross written, net written, and net earned premiums by product line are as follows:

(Dollars in thousands)	Six Months Ended June 30, 2013						Six Months Ended June 30, 2012
	Gross Written		Net Written		Net Earned		Gross Written		Net Written		Net Earned
Small Business Binding Authority	$	51,132	$	47,837	$	44,273	$	42,591	$	39,676	$	38,989
Property Brokerage		22,367		19,776		13,891		20,328		13,811		10,865
Programs		29,896		27,412		25,725		27,824		25,375		24,013
Other		9,572		8,990		8,268		9,462		7,918		17,137
Total	$	112,967	$	104,015	$	92,157	$	100,205	$	86,780	$	91,004

Other Income

Other income was $0.3 million for both of the six months ended June 30, 2013 and 2012, respectively. Other income is primarily comprised of fee income.

Net Losses and Loss Adjustment Expenses

The loss ratio for the Company’s Insurance Operations was 64.4% for the six months ended June 30, 2013 compared with 69.3% for the six months ended June 30, 2012. The decrease in the loss ratio is driven by better performance in the property lines. The loss ratio is a non-GAAP financial measure that is generally viewed in the insurance industry as an indicator of underwriting profitability and is calculated by dividing net losses and loss adjustment expenses by net premiums earned.

The current accident year loss ratio for the six months ended June 30, 2013 was 67.9%, a decrease of 3.7% from 71.6% for the six months ended June 30, 2012. The quarter ended June 30, 2012 net losses and acquisition costs were lower than they otherwise would have been as a result of premium deficiencies recorded in 2011. Excluding the impact of premium deficiencies, the six months ended June 30, 2012 current accident year loss ratio was 72.9%.

• The current accident year property loss ratio decreased 7.0% from 69.8% in the six months ended June 30, 2012 to 62.8% in the six months ended June 30, 2013.

• The non-catastrophe loss ratio decreased 8.3% from 58.4% in the six months ended June 30, 2012 to 50.1% in the six months ended June 30, 2013. Non-catastrophe losses were $26.6 million and $27.0 million for the six months ended June 30, 2013 and 2012, respectively.

• The catastrophe loss ratio increased 1.2% from 11.5% in the six months ended June 30, 2012 to 12.7% in the six months ended June 30, 2013. Catastrophe losses were $6.7 million and $5.3 million for the six months ended June 30, 2013 and 2012, respectively. Catastrophe losses in 2013 were primarily made up of Midwest storms.

• The current accident year casualty loss ratio increased 1.4% from 73.4% in the six months ended June 30, 2012 to 74.8% in the six months ended June 30, 2013. The increase was primarily driven by the impact of premium deficiencies noted above. Excluding the impact of premium deficiencies, the six months ended June 30, 2012 casualty loss ratio was 80.8%.

In the first six months of 2013, the Company reduced its prior accident year loss reserves by $3.2 million, which primarily consisted of the following:

• Property: A $5.0 million reduction primarily driven by better than expected development from accident year 2012 catastrophes as well as lower than expected non-catastrophe severity from accident years 2008 through 2012.

• General liability: A $1.8 million reduction primarily due to better than expected emergence from accident years 2007 through 2011 partially offset by an increase to accident year 2012 due to higher than anticipated loss emergence.

• Asbestos: A $3.5 million increase primary related to policies written prior to 1990.

47

GLOBAL INDEMNITY PLC

For the first six months of 2012, the Company reduced its prior accident year loss reserves by $2.1 million, which primarily consisted of the following:

• General liability: A $3.1 million reduction primarily consisting of net reductions of $5.5 million in accident years 2008 and prior due to continued favorable emergence. Incurred losses for these years have developed at a rate lower than the Company’s historical averages. The Company also decreased its reinsurance allowance by $0.2 million in this line due to changes in its reinsurance exposure on specifically identified claims and general decreases in ceded reserves. Offsetting these decreases were increases of $2.6 million in accident years 2009 through 2011 primarily driven by loss emergence on certain construction defect claims.

• Marine: A $0.9 million increase primarily related to accident year 2011 due to greater than expected loss emergence on hull claims and protection and indemnity claims.

• Property: A $0.5 million increase primarily related to accident year 2011 due to greater than expected loss emergence on a large sinkhole claim.

Net losses and loss adjustment expenses were $59.4 million for the six months ended June 30, 2013, compared with $63.0 million for the six months ended June 30, 2012, a decrease of $3.7 million or 5.8%. Excluding the impact of prior year adjustments, the current accident year net losses and loss adjustment expenses were $62.6 million and $65.1 million for the six months ended June 30, 2013 and 2012, respectively. This decrease is primarily attributable to better performance in the property lines.

Acquisition Costs and Other Underwriting Expenses

Acquisition costs and other underwriting expenses were $41.1 million for the six months ended June 30, 2013, compared with $39.0 million for the six months ended June 30, 2012, an increase of $2.1 million or 5.3%. The increase is primarily due to the increase in earned premium volume and the impact of premium deficiencies as noted above. Excluding the impact of premium deficiencies, the six months ended June 30, 2012 acquisition costs and other underwriting expenses would have been $40.0 million.

Expense and Combined Ratios

The expense ratio for the Company’s Insurance Operations was 44.6% for the six months ended June 30, 2013, compared with 42.9% for the six months ended June 30, 2012. The expense ratio is a non-GAAP financial measure that is calculated by dividing the sum of acquisition costs and other underwriting expenses by net premiums earned. The increase in the expense ratio is primarily due to the impact of premium deficiencies noted above. Excluding the impact of premium deficiencies, the six months ended June 30, 2012 expense ratio would have been 44.0%.

The combined ratio for the Company’s Insurance Operations was 109.0% for the six months ended June 30, 2013, compared with 112.2% for the six months ended June 30, 2012. The combined ratio is a non-GAAP financial measure and is the sum of the Company’s loss and expense ratios. Excluding the impact of prior year adjustments, the combined ratio decreased from 114.5% for the six months ended June 30, 2012 to 112.5% for the six months ended June 30, 2013. Excluding the impact of premium deficiencies, the six months ended June 30, 2012 combined ratio was 116.9%. See discussion of loss ratio included in “Net Losses and Loss Adjustment Expenses” above and discussion of expense ratio in preceding paragraph for a discussion of the decrease.

Loss from Segment

The factors described above resulted in a loss from the Company’s Insurance Operations of $7.9 million for the six months ended June 30, 2013, compared to a loss of $10.7 million for the six months ended June 30, 2012.

48

GLOBAL INDEMNITY PLC

Reinsurance Operations

The components of income from the Company’s Reinsurance Operations segment and corresponding underwriting ratios are as follows:

	Six Months Ended June 30,						Increase / (Decrease)
(Dollars in thousands)	2013			2012			$			%
Gross premiums written	$	46,217		$	25,185		$	21,032			83.5	%
Net premiums written	$	45,809		$	24,636		$	21,173			85.9	%
Net premiums earned	$	22,510		$	31,325		$	(8,815	)		(28.1	%)
Other loss		(28	)		(705	)		677			(96.0	%)
Total revenues	$	22,482		$	30,620		$	(8,138	)		(26.6	%)
Losses and expenses:
Net losses and loss adjustment expenses		7,362			15,145			(7,783	)		(51.4	%)
Acquisition costs and other underwriting expenses		7,868			7,909			(41	)		(0.5	%)
Income from segment	$	7,252		$	7,566		$	(314	)		(4.2	%)
Underwriting Ratios:
Loss ratio:
Current accident year		33.4			48.3			(14.9	)
Prior accident year		(0.6	)		—			(0.6	)
Calendar year loss ratio		32.8			48.3			(15.5	)
Expense ratio		35.0			25.2			9.8
Combined ratio		67.8			73.5			(5.7	)

Premiums

Gross premiums written, which represent the amount received or to be received for reinsurance agreements written without reduction for reinsurance costs or other deductions, were $46.2 million for the six months ended June 30, 2013, compared with $25.2 million for the six months ended June 30, 2012, an increase of $21.0 million or 83.5%. The increase was primarily due to several new treaties written during 2013. Wind River is primarily writing property treaties at the current time.

Net premiums written, which equal gross premiums written less ceded premiums written, were $45.8 million for the six months ended June 30, 2013, compared with $24.6 million for the six months ended June 30, 2012, an increase of $21.2 million or 85.9%. The increase was primarily due to the increase in gross premiums written noted above.

Net premiums earned were $22.5 million for the six months ended June 30, 2013, compared with $31.3 million for the six months ended June 30, 2012, a decrease of $8.8 million or 28.1%. The decrease was primarily due to exits of unprofitable treaties in previous years. Property net premiums earned for the six months ended June 30, 2013 and 2012 were $21.5 million and $16.1 million, respectively. Casualty net premiums earned for the six months ended June 30, 2013 and 2012 were $1.1 million and $15.2 million, respectively.

Other Loss

The Company recognized losses of $0.03 million and $0.7 million for the six months ended June 30, 2013 and 2012, respectively. Other income is comprised of foreign exchange gains and losses.

Net Losses and Loss Adjustment Expenses

The loss ratio for the Company’s Reinsurance Operations was 32.8% for the six months ended June 30, 2013 compared with 48.3% for the six months ended June 30, 2012. The decrease is primarily due to runoff in 2012 of casualty treaties which were discontinued in 2011 partially offset by an increase in catastrophe activity in 2013. The loss ratio is a non-GAAP financial measure that is generally viewed in the insurance industry as an indicator of underwriting profitability and is calculated by dividing net losses and loss adjustment expenses by net premiums earned.

49

GLOBAL INDEMNITY PLC

The current accident year loss ratio decreased 14.9% from 48.3% for the six months ended June 30, 2012 to 33.4% for the six months ended June 30, 2013 primarily due to runoff in 2012 of casualty treaties which were discontinued in 2011 partially offset by an increase in property catastrophe activity in 2013. The property lines catastrophe loss ratio increased to 29.4% for the six months ended June 30, 2013 from 13.7% for the six months ended June 30, 2012.

There was a decrease in net losses and loss adjustment expenses for prior accident years of $0.1 million in the six months ended June 30, 2013 which reduced the loss ratio by 0.6%. There were no changes in net losses and loss adjustment expenses for prior accident years in the six months ended June 30, 2012.

Net losses and loss adjustment expenses were $7.4 million for the six months ended June 30, 2013, compared with $15.1 million for the six months ended June 30, 2012, a decrease of $7.8 million or 51.4%. Excluding the impact of prior year adjustments, the current accident year net losses and loss adjustment expenses decreased from $15.1 million for the six months ended June 30, 2012 to $7.5 million for the six months ended June 30, 2013. This decrease is primarily attributable to the decrease in net earned premiums in 2013 and exits of unprofitable treaties in previous years.

Acquisition Costs and Other Underwriting Expenses

Acquisition costs and other underwriting expenses were $7.9 million for both of the six months ended June 30, 2013 and 2012. The six months ended June 30, 2012 acquisition costs and other underwriting expenses were impacted by premium deficiencies recorded in 2011 which resulted in the 2012 costs being lower than they otherwise would have been. Excluding the impact of the premium deficiencies, the six months ended June 30, 2012 acquisition costs and other underwriting expenses would have been $10.4 million. The decrease in 2013 is primarily due to the decrease in earned premium volume.

Expense and Combined Ratios

The expense ratio for the Company’s Reinsurance Operations was 35.0% for the six months ended June 30, 2013, compared with 25.2% for the six months ended June 30, 2012. The expense ratio is a non-GAAP financial measure that is calculated by dividing the sum of acquisition costs and other underwriting expenses by net premiums earned. The increase is primarily due to the impact of premium deficiencies as noted above as well as an increase in profit commissions on property business. Excluding the impact of premium deficiencies, the six months ended June 30, 2012 expense ratio would have been 33.2%.

The combined ratio for the Company’s Reinsurance Operations was 67.8% for the six months ended June 30, 2013, compared with 73.5% for the six months ended June 30, 2012. The combined ratio is a non-GAAP financial measure and is the sum of the Company’s loss and expense ratios. Excluding the impact of prior accident year adjustments, the combined ratio decreased from 73.5% for the six months ended June 30, 2012 to 68.4% for the six months ended June 30, 2013. Excluding the impact of premium deficiencies, the six months ended June 30, 2012 combined ratio was 83.6%. See discussion of loss ratio included in “Net Losses and Loss Adjustment Expenses” above and discussion of expense ratio in preceding paragraph for discussion of the decrease.

Income from Segment

The factors described above resulted in income from the Company’s Reinsurance Operations of $7.3 million for the six months ended June 30, 2013 compared to $7.6 million for the six months ended June 30, 2012, a decrease of $0.3 million.

Unallocated Corporate Items

The following items are not allocated to the Company’s Insurance Operations or Reinsurance Operations segments:

	Six Months Ended June 30,						Increase / (Decrease)
(Dollars in thousands)	2013			2012			$			%
Net investment income	$	19,799		$	22,488		$	(2,689	)		(12.0	%)
Net realized investment gains		8,563			3,702			4,861			131.3	%
Corporate and other operating expenses		(4,817	)		(4,824	)		(7	)		(0.1	%)
Interest expense		(2,354	)		(2,948	)		(594	)		(20.1	%)
Income tax benefit		531			5,205			(4,674	)		(89.8	%)

50

GLOBAL INDEMNITY PLC

Net Investment Income

Net investment income, which is gross investment income less investment expenses, was $19.8 million for the six months ended June 30, 2013, compared with $22.5 million for the six months ended June 30, 2012, a decrease of $2.7 million or 12.0%.

• Gross investment income, which excludes realized gains and losses, was $22.0 million for the six months ended June 30, 2013, compared with $24.8 million for the six months ended June 30, 2012, a decrease of $2.7 million or 11.1%. The decrease was primarily due to a reduction in the Company’s fixed income portfolio related to funding the share repurchase program in 2011 and 2012, repayment of debt, negative operating cash flow, and lower reinvestment yields.

• Investment expenses were $2.2 million for the six months ended June 30, 2013, compared with $2.3 million for the six months ended June 2012, a decrease of $0.1 million or 2.2%.

Please see the discussion of Net Investment Income in the quarter to quarter comparison above for a discussion of average duration and embedded book yield.

Net Realized Investment Gains

Net realized investment gains were $8.6 million for the six months ended June 30, 2013, compared with $3.7 million for the six months ended June 30, 2012. The net realized investment gains for 2013 consist primarily of net gains of $0.4 million relative to the Company’s fixed maturities and $9.3 million relative to its equity securities, offset by other than temporary impairment losses of $1.1 million. The net realized investment gains for 2012 consist primarily of net gains of $1.7 million relative to the Company’s fixed maturities and $5.1 million relative to its equity securities, offset by other than temporary impairment losses of $3.1 million.

See Note 3 of the notes to the consolidated financial statements in Item 1 of Part I of this report for an analysis of total investment return on a pre-tax basis for the six months ended June 30, 2013 and 2012.

Corporate and Other Operating Expenses

Corporate and other operating expenses were $4.8 million for both of the six months ended June 30, 2013 and 2012.

Interest Expense

Interest expense was $2.4 million and $2.9 million for the six months ended June 30, 2013 and 2012, respectively. This reduction was primarily due to a principal payment of $18.0 million on the Company’s senior notes payable made during July, 2012. See Note 13 of the notes to the consolidated financial statements in Item 8 of Part II of the Company’s 2012 Annual Report on Form 10-K for details on the Company’s debt.

Income Tax Benefit

The income tax benefit was $0.5 million for the six months ended June 30, 2013 compared to $5.2 million for the six months ended June 30, 2012. See Note 5 of the notes to the consolidated financial statements in Item 1 of Part I of this report for a comparison of income tax expense between periods.

Net Income

The factors described above resulted in net income of $21.0 million and $20.5 million for the six months ended June 30, 2013 and 2012, respectively, an increase of $0.6 million or 2.8%.

51

GLOBAL INDEMNITY PLC

Liquidity and Capital Resources

Sources and Uses of Funds

Global Indemnity is a holding company. Its principal asset is its ownership of the shares of its direct and indirect subsidiaries, including those of its U.S. insurance companies: United National Insurance Company, Diamond State Insurance Company, United National Specialty Insurance Company, United National Casualty Insurance Company, Penn-America Insurance Company, Penn-Star Insurance Company, and Penn-Patriot Insurance Company; and its Reinsurance Operations: Wind River Reinsurance.

The principal source of cash that Global Indemnity needs to meet its short term and long term liquidity needs, including the payment of corporate expenses and share repurchases, includes dividends, other permitted disbursements from its direct and indirect subsidiaries, reimbursement for equity awards granted to employees and intercompany borrowings. The principal sources of funds at these direct and indirect subsidiaries include underwriting operations, investment income, and proceeds from sales and redemptions of investments. Funds are used principally by these operating subsidiaries to pay claims and operating expenses, to make debt payments, to purchase investments, and to make dividend payments. The future liquidity of Global Indemnity is dependent on the ability of its subsidiaries to pay dividends. Global Indemnity has no planned capital expenditures that could have a material impact on its short-term or long-term liquidity needs.

Global Indemnity’s U.S. insurance companies are restricted by statute as to the amount of dividends that they may pay without the prior approval of regulatory authorities. The dividend limitations imposed by state laws are based on the statutory financial results of each insurance company within the Insurance Operations that are determined by using statutory accounting practices that differ in various respects from accounting principles used in financial statements prepared in conformity with GAAP. See “Regulation—Statutory Accounting Principles” in Item 1 of Part I of the Company’s 2012 Annual Report on Form 10-K. Key differences relate to, among other items, deferred acquisition costs, limitations on deferred income taxes, reserve calculation assumptions and surplus notes. The U.S. insurance companies did not declare or pay any dividends during the quarter or six months ended June 30, 2013.

For 2013, the Company believes that Wind River Reinsurance, including distributions it could receive from its subsidiaries, should have sufficient liquidity and solvency to pay dividends. Wind River Reinsurance is prohibited, without the approval of the Bermuda Monetary Authority (“BMA”), from reducing by 15% or more its total statutory capital as set out in its previous year’s statutory financial statements, and any application for such approval must include such information as the BMA may require. See “Regulation—Bermuda Insurance Regulation” in Item 1 of Part I of the Company’s 2012 Annual Report on Form 10-K. Wind River Reinsurance did not declare or pay any dividends during the quarter or six months ended June 30, 2013.

Cash Flows

Sources of operating funds consist primarily of net premiums written and investment income. Funds are used primarily to pay claims and operating expenses and to purchase investments.

The Company’s reconciliation of net income to cash provided from operations is generally influenced by the following:

• the fact that the Company collects premiums, net of commissions, in advance of losses paid;

• the timing of the Company’s settlements with its reinsurers; and

• the timing of the Company’s loss payments.

52

GLOBAL INDEMNITY PLC

Net cash used for operating activities was $6.7 million for the six months ended June 30, 2013, compared with net cash used for operating activities of $23.1 million for the six months ended June 30, 2012. The increase in operating cash flows of approximately $16.4 million from the prior year was primarily a net result of the following items:

	Six Months Ended June 30,						Change
(Dollars in thousands)	2013			2012
Net premiums collected	$	122,852		$	104,744		$	18,108
Net losses paid		(91,728	)		(98,368	)		6,640
Underwriting and corporate expenses		(62,551	)		(53,187	)		(9,364	)
Net investment income		23,303			26,220			(2,917	)
Net federal income taxes recovered (paid)		3,767			(221	)		3,988
Interest paid		(2,336	)		(2,669	)		333
Other		—			385			(385	)
Net cash used for operating activities	$	(6,693	)	$	(23,096	)	$	16,403

See the consolidated statement of cash flows in the consolidated financial statements in Item 1 of Part I of this report for details concerning the Company’s investing and financing activities.

Liquidity

There have been no material changes to the Company’s liquidity during the quarter ended June 30, 2013. Please see Item 7 of Part II in the Company’s 2012 Annual Report on Form 10-K for information regarding the Company’s liquidity.

Capital Resources

On July 19, 2013, the Company paid the entire outstanding principal amount on its guaranteed senior notes. The payment of $58.6 million consisted of principal of $54.0 million and interest of $4.6 million, which included a make-whole provision of $2.9 million. This payment was funded by borrowing $60.0 million pursuant to a daily credit margin borrowing facility with a borrowing rate that is tied to LIBOR and is currently less than 1%. Approximately $75.0 million in collateral was deposited to support the borrowing. The amount borrowed against the margin account may fluctuate as routine investment transactions, such as dividends received, investment income received, maturities and pay-downs, impact cash balances. The borrowing is subject to maintenance margin, which is a minimum account balance that must be maintained. A decline in market conditions could require an additional deposit of collateral. The margin facility contains customary events of default, including, without limitation, insolvency, failure to make required payments, failure to comply with any representations or warranties, failure to adequately assure future performance, and failure of a guarantor to perform under its guarantee.

Other than the item discussed in the paragraph above, there have been no material changes to the Company’s capital resources during the quarter ended June 30, 2013. Please see Item 7 of Part II in the Company’s 2012 Annual Report on Form 10-K for information regarding the Company’s capital resources.

Off Balance Sheet Arrangements

The Company has no off balance sheet arrangements other than the Trust Preferred Securities and floating rate common securities discussed in the “Capital Resources” section in Item 7 of Part II of the Company’s 2012 Annual Report on Form 10-K.

Cautionary Note Regarding Forward-Looking Statements

Some of the statements under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this report may include forward-looking statements that reflect the Company’s current views with respect to future events and financial performance that are intended to be covered by the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts. These statements can be identified by the use of forward-looking terminology such as “believe,” “expect,” “may,” “will,” “should,” “project,” “plan,” “seek,” “intend,” or “anticipate” or the negative thereof or comparable terminology, and include discussions of strategy, financial projections and estimates and their underlying assumptions, statements regarding plans, objectives, expectations or consequences of identified transactions or natural disasters, and statements about the future performance, operations, products and services of the companies.

53

GLOBAL INDEMNITY PLC

The Company’s business and operations are and will be subject to a variety of risks, uncertainties and other factors. Consequently, actual results and experience may materially differ from those contained in any forward-looking statements. Such risks, uncertainties and other factors that could cause actual results and experience to differ from those projected include, but are not limited to, the following: (1) the ineffectiveness of the Company’s business strategy due to changes in current or future market conditions; (2) the effects of competitors’ pricing policies, and of changes in laws and regulations on competition, including industry consolidation and development of competing financial products; (3) greater frequency or severity of claims and loss activity than the Company’s underwriting, reserving or investment practices have anticipated; (4) decreased level of demand for the Company’s insurance products or increased competition due to an increase in capacity of property and casualty insurers; (5) risks inherent in establishing loss and loss adjustment expense reserves; (6) uncertainties relating to the financial ratings of the Company’s insurance subsidiaries; (7) uncertainties arising from the cyclical nature of the Company’s business; (8) changes in the Company’s relationships with, and the capacity of, its general agents, brokers, insurance companies and reinsurance companies from which the Company derives its business; (9) the risk that the Company’s reinsurers may not be able to fulfill obligations; (10) investment performance and credit risk; (11) new tax legislation or interpretations that could lead to an increase in the Company’s tax burden; (12) uncertainties relating to governmental and regulatory policies, both domestically and internationally; (13) foreign currency fluctuations; (14) the impact of catastrophic events; (15) the Company’s subsidiaries’ ability to pay dividends; and (16) uncertainties relating to ongoing or future litigation matters.

The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are set forth in “Risk Factors” in Item 1A and elsewhere in the Company’s 2012 Annual Report on Form 10-K. The Company’s forward-looking statements speak only as of the date of this report or as of the date they were made. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Global sovereign markets sold off sharply during the quarter, and US credit spreads generally widened as speculation that the Fed would cut stimulus sooner than expected roiled financial markets. The US Treasury curve steepened as long-term rates rose more than short rates. The 10-year Treasury yield rose 64 basis points to end the quarter at 2.49%, the highest level since August 2011. Globally, the major credit sectors posted negative absolute returns driven by rising rates, while performance relative to governments was mixed.

The investment grade fixed income portfolio continues to maintain high quality with an AA- average rating and a low duration of 2.4 years. Portfolio purchases were focused with Agency MBS, Commercial MBS, Taxable Municipal Securities, and Asset Backed Securities. These purchases were funded primarily through cash, maturities, and pay-downs as well as the sale of select Agency MBS pass-throughs and investment grade corporate bonds.

During the second quarter, the portfolio’s allocation to investment grade credit decreased, as seasoned issues rolled out of the portfolio. The Company continues to favor the credit sector as fundamentals remain positive, and valuations are more attractive post the May/June sell-off.

There have been no other material changes to the Company’s market risk since December 31, 2012. Please see Item 7A of Part II in the Company’s 2012 Annual Report on Form 10-K for information regarding the Company’s market risk.

Item 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its

54

GLOBAL INDEMNITY PLC

Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of June 30, 2013. Based upon that evaluation and subject to the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2013, the design and operation of the Company’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

Changes in Internal Controls

During the quarter ended June 30, 2013 there have been no changes in the Company’s internal controls over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.

55

GLOBAL INDEMNITY PLC

PART II-OTHER INFORMATION

Item 1. Legal Proceedings

The Company is, from time to time, involved in various legal proceedings in the ordinary course of business. The Company maintains insurance and reinsurance coverage for risks in amounts that it considers adequate. However, there can be no assurance that the insurance and reinsurance coverage that the Company maintains is sufficient or will be available in adequate amounts or at a reasonable cost. The Company does not believe that the resolution of any currently pending legal proceedings, either individually or taken as a whole, will have a material adverse effect on its business, results of operations, cash flows, or financial condition.

There is a greater potential for disputes with reinsurers who are in runoff. Some of the Company’s reinsurers’ have operations that are in runoff, and therefore, the Company closely monitors those relationships. The Company anticipates that, similar to the rest of the insurance and reinsurance industry, it will continue to be subject to litigation and arbitration proceedings in the ordinary course of business.

Item 1A. Risk Factors

The Company’s results of operations and financial condition are subject to numerous risks and uncertainties described in Item 1A of Part I in the Company’s 2012 Annual Report on Form 10-K, filed with the SEC on March 15, 2013. The risk factors identified therein have not materially changed.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The Company’s Share Incentive Plan allows employees to surrender the Company’s A ordinary shares as payment for the tax liability incurred upon the vesting of restricted stock that was issued under the Plan. There were 507 shares purchased from the Company’s employees during the quarter ended June 30, 2013. All A ordinary shares purchased from employees by the Company are held as treasury stock and recorded at cost.

See Note 7 to the consolidated financial statements in Item 1 of Part I of this report for tabular disclosure of the Company’s share repurchases by month.

Item 3. Defaults upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

Item 6. Exhibits

3.1+	Memorandum and Articles of Association of Global Indemnity plc.
10.1+	Amended and Restated Institutional Account Agreement dated as of June 7, 2013.
31.1+	Certification of Chief Executive Officer pursuant to Rule 13a-14 (a) / 15d-14 (a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2+	Certification of Chief Financial Officer pursuant to Rule 13a-14 (a) / 15d-14 (a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

56

GLOBAL INDEMNITY PLC

32.1+	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2+	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.1+	The following financial information from Global Indemnity plc’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 formatted in XBRL: (i) Consolidated Balance Sheets as of June 30, 2013 and December 31, 2012; (ii) Consolidated Statements of Operations for the quarters and six months ended June 30, 2013 and 2012; (iii) Consolidated Statements of Comprehensive Income for the quarters and six months ended June 30, 2013 and 2012; (iv) Consolidated Statements of Changes in Shareholders’ Equity for the six months ended June 30, 2013 and the year ended December 31, 2012; (v) Consolidated Statements of Cash Flows for the six months ended June 30, 2013 and 2012; and (vi) Notes to Consolidated Financial Statements.

+ Filed or furnished herewith, as applicable.

57

GLOBAL INDEMNITY PLC

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	GLOBAL INDEMNITY PLC Registrant
August 9, 2013		By:	/s/ Thomas M. McGeehan
Date: August 9, 2013		Thomas M. McGeehan
		Chief Financial Officer
		(Authorized Signatory and Principal Financial and Accounting Officer)

58

EX-3.1

Companies Acts 1963 to 2009

A PUBLIC COMPANY LIMITED BY SHARES

MEMORANDUM and ARTICLES OF ASSOCIATION

of

GLOBAL INDEMNITY PUBLIC LIMITED COMPANY

(Amended and restated by Special Resolution 12 June 2013)

Incorporated the 9^th day of March 2010

25/28 North Wall Quay

Dublin 1

Ireland

Cert. No.: 481805

Companies Acts 1963 to 2009

A PUBLIC COMPANY LIMITED BY SHARES

MEMORANDUM OF ASSOCIATION

- of-

GLOBAL INDEMNITY PUBLIC LIMITED COMPANY

(Amended and restated by Special Resolution dated 12 June 2013)

1. The name of the Company is Global Indemnity public limited company.

2. The Company is to be a public limited company.

3. The objects for which the Company is established are:

(a) To carry on the business of a holding company and to co-ordinate the administration, finances and activities of any subsidiary companies or associated companies, to do all lawful acts and things whatever that are necessary or convenient in carrying on the business of such a holding company and in particular to carry on in all its branches the business of a management services company, to act as managers and to direct or coordinate the management of other companies or of the business, property and estates of any company or person and to undertake and carry out all such services in connection therewith as may be deemed expedient by the Company’s Board and to exercise its powers as a shareholder of other companies.

(b) To acquire the entire issued share capital of United America Indemnity, Ltd., a Cayman Island registered company.

(c) To carry on the business of consulting services regarding global insurance brokerage, reinsurance, financial services and risk management and to do all things usually dealt in by all persons carrying on the above mentioned businesses of any of them likely to be required in connection with any of the said businesses.

(2) To acquire shares, stocks, debentures, debenture stock, bonds, obligations and securities by original subscription, tender, purchase, exchange or otherwise and to subscribe for the same either conditionally or otherwise, and to guarantee the subscription thereof and to exercise and enforce all rights and powers conferred by or incidental to the ownership thereof.

(3) To facilitate and encourage the creation, issue or conversion of and to offer for public subscription debentures, debenture stocks, bonds, obligations, shares, stocks, and securities and to act as trustees in connection with any such securities and to take part in the conversion of business concerns and undertakings into companies.

(4) To purchase or by any other means acquire any freehold, leasehold or other property and in particular lands, tenements and hereditaments of any tenure, whether subject or not to any charges or incumbrances, for any estate or interest whatever, and any rights, privileges or easements over or in respect of any property, and any buildings, factories, mills, works, wharves, roads, machinery, engines, plant, live and dead stock, barges, vessels or things, and any real or personal property or rights whatsoever which may be necessary for, or may conveniently be used with, or may enhance the value or property of the Company, and to hold or to sell, let, alienate, mortgage, charge or otherwise deal with all or any such freehold, leasehold, or other property, lands, tenements or hereditaments, rights, privileges or easements.

(5) To sell or otherwise dispose of any of the property or investments of the Company.

(6) To establish and contribute to any scheme for the purchase of shares or subscription for shares in the Company or its holding company to be held for the benefit of the employees or former employees of the Company or any subsidiary of the Company including any person who is or was a director holding salaried employment or office in the Company or any subsidiary of the Company and to lend or otherwise provide money to the trustees of such schemes or the employees or former employees of the Company or any subsidiary of the Company to enable them to purchase shares of the Company or its holding company and to formulate and carry into effect any scheme for sharing the profits of the Company or its holding company with its employees and/or the employees of any of its subsidiaries.

(7) To establish and support or aid in the establishment and support of associations, institutions, funds, trusts and conveniences calculated to benefit and to pay premiums in respect of any insurance policies for the benefit of, directors and ex-directors, employees or ex-employees of the Company or the dependants or connections of such persons, and to grant pensions and allowances and to do any acts or things or make any arrangements or provisions enabling employees of the Company or other persons aforesaid to become shareholders in the Company, or otherwise participate in the profits of the Company upon such terms and in such manner as the Company thinks fit, and to make payments towards insurance and to subscribe or guarantee money for charitable or benevolent objects or for any exhibition or for any public, general or useful object, or any other object whatsoever which the Company may think advisable.

(8) To grant, convey, transfer or otherwise dispose of any property or asset of the Company of whatever nature or tenure for such price, consideration, sum or other return whether equal to or less than the market value thereof and whether by way of gift or otherwise as the Directors shall deem fit and to grant any fee, farm grant or lease or to enter into any agreement for letting or hire of any such property or asset for a rent or return equal to or less than the market or rack rent therefor or at no rent and subject to or free from covenants and restrictions as the Directors shall deem appropriate.

(9) To acquire and undertake the whole or any part of the business, good-will and assets of any person, firm or company carrying on or proposing to carry on any of the businesses which this Company is authorised to carry on, and as part of the consideration for such acquisition to undertake all or any of the liabilities of such person, firm or company, or to acquire an interest in, amalgamate with, or enter into any arrangement for sharing profits, or for co-operation, or for limiting competition or for mutual assistance with any such person, firm or company and to give or accept by way of consideration for any of the acts or things aforesaid or property acquired, any shares, debentures, debenture stock or securities that may be agreed upon, and to hold and retain or sell, mortgage or deal with any shares, debentures, debenture stock or securities so received.

(10) To apply for, purchase or otherwise acquire any patents, brevets d’invention, licences, concessions and the like conferring any exclusive or non-exclusive or limited rights to use or any secret or other information as to any invention which may seem capable of being used for any of the purposes of the Company or the acquisition of which may seem calculated directly or indirectly to benefit the Company, and to use, exercise, develop or grant licences in respect of or otherwise turn to account the property, rights or information so acquired.

(11) To enter into partnership or into any arrangement for sharing profits, union of interests, co-operation, joint venture, reciprocal concession or otherwise with any person or company carrying on or engaged in or about to carry on or engage in any business or transaction which the Company is authorised to carry on or engage in or any business or transaction capable of being conducted so as directly to benefit this Company.

(12) To invest and deal with the moneys of the Company not immediately required upon such securities and in such manner as may from time to time be determined.

(13) To lend money to and guarantee the performance of the contracts or obligations of any company, firm or person, and the repayment of the capital and principal of, and dividends, interest or premiums payable on, any stock, shares and securities of any company, whether having objects similar to those of this Company or not, and to give all kinds of indemnities.

(14) To engage in currency exchange and interest rate transactions including, but not limited to, dealings in foreign currency, spot and forward rate exchange contracts, futures, options, forward rate agreements, swaps, caps, floors, collars and any other foreign exchange or interest rate hedging arrangements and such other instruments as are similar to, or derived from, any of the foregoing whether for the purpose of making a profit or avoiding a loss or managing a currency or interest rate exposure or any other exposure or for any other purpose.

(15) To guarantee, support or secure, whether by personal covenant or by mortgaging or charging all or any part of the undertaking, property and assets (both present and future) and uncalled capital of the Company, or by both such methods, the performance of the obligations of, and the repayment or payment of the principal amounts of and premiums, interest and dividends on any securities of, any person, firm or company including (without prejudice to the generality of the foregoing) any company which is for the time being the Company’s holding company as defined by section 155 of the Companies Act, 1963 or a subsidiary as therein defined of any such holding company or otherwise associated with the Company in business.

(16) To borrow or secure the payment of money in such manner as the Company shall think fit, and in particular by the issue of debentures, debenture stocks, bonds, obligations and securities of all kinds, either perpetual or terminable and either redeemable or otherwise and to secure the repayment of any money borrowed, raised or owing by trust deed, mortgage, charge, or lien upon the whole or any part of the Company’s property or assets (whether present or future) including its uncalled capital, and also by a similar trust deed, mortgage, charge or lien to secure and guarantee the performance by the Company of any obligation or liability it may undertake.

(17) To draw, make, accept, endorse, discount, execute, negotiate and issue promissory notes, bills of exchange, bills of lading, warrants, debentures and other negotiable or transferable instruments.

(18) To subscribe for, take, purchase or otherwise acquire and hold shares or other interests in, or securities of any other company having objects altogether or in part similar to those of this Company, or carrying on any business capable of being conducted so as directly or indirectly to benefit this Company.

(19) To hold in trust as trustees or as nominees and to deal with, manage and turn to account, any real or personal property of any kind, and in particular shares, stocks, debentures, securities, policies, book debts, claims and choses in actions, lands, buildings, hereditaments, business concerns and undertakings, mortgages, charges, annuities, patents, licences, and any interest in real or personal property, and any claims against such property or against any person or company.

(20) To constitute any trusts with a view to the issue of preferred and deferred or other special stocks or securities based on or representing any shares, stocks and other assets specifically appropriated for the purpose of any such trust and to settle and regulate and if thought fit to undertake and execute any such trusts and to issue, dispose of or hold any such preferred, deferred or other special stocks or securities.

(21) To give any guarantee in relation to the payment of any debentures, debenture stock, bonds, obligations or securities and to guarantee the payment of interest thereon or of dividends on any stocks or shares of any company.

(22) To construct, erect and maintain buildings, houses, flats, shops and all other works, erections, and things of any description whatsoever either upon the lands acquired by the Company or upon other lands and to hold, retain as investments or to sell, let, alienate, mortgage, charge or deal with all or any of the same and generally to alter, develop and improve the lands and other property of the Company.

(23) To provide for the welfare of persons in the employment of or holding office under or formerly in the employment of or holding office under the Company including Directors and ex-Directors of the Company and the wives, widows and families, dependants or connections of such persons by grants of money, pensions or other payments and by forming and contributing to pension, provident or benefit funds or profit sharing or co-partnership schemes for the benefit of such persons and to form, subscribe to or otherwise aid charitable, benevolent, religious, scientific, national or other institutions, exhibitions or objects which shall have any moral or other claims to support or aid by the Company by reason of the locality of its operation or otherwise.

(24) To remunerate by cash payments or allotment of shares or securities of the Company credited as fully paid up or otherwise any person or company for services rendered or to be rendered to the Company whether in the conduct or management of its business, or in placing or assisting to place or guaranteeing the placing of any of the shares of the Company’s capital, or any debentures or other securities of the Company or in or about the formation or promotion of the Company.

(25) To enter into and carry into effect any arrangement for joint working in business or for sharing of profits or for amalgamation with any other company or association or any partnership or person carrying on any business within the objects of the Company.

(26) To distribute in specie or otherwise as may be resolved, any assets of the Company among its members and in particular the shares, debentures or other securities of any other company belonging to this Company or of which this Company may have the power of disposing.

(27) To vest any real or personal property, rights or interest acquired or belonging to the Company in any person or company on behalf of or for the benefit of the Company, and with or without any declared trust in favour of the Company.

(28) To transact or carry on any business which may seem to be capable of being conveniently carried on in connection with any of these objects or calculated directly or indirectly to enhance the value of or facilitate the realisation of or render profitable any of the Company’s property or rights.

(29) To accept stock or shares in or debentures, mortgages or securities of any other company in payment or part payment for any services rendered or for any sale made to or debt owing from any such company, whether such shares shall be wholly or partly paid up.

(30) To pay all costs, charges and expenses incurred or sustained in or about the promotion and establishment of the Company or which the Company shall consider to be preliminary thereto and to issue shares as fully or in part paid up, and to pay out of the funds of the Company all brokerage and charges incidental thereto.

(31) To procure the Company to be registered or recognised in any foreign country or in any colony or dependency of any such foreign country.

(32) To do all or any of the matters hereby authorised in any part of the world or in conjunction with or as trustee or agent for any other company or person or by or through any factors, trustees or agents.

(33) To make gifts or grant bonuses to the Directors or any other persons who are or have been in the employment of the Company including substitute and alternate directors.

(34) To do all such other things that the Company may consider incidental or conducive to the attainment of the above objects or as are usually carried on in connection therewith.

(35) To carry on any business which the Company may lawfully engage in and to do all such things incidental or conducive to the business of the Company.

(36) To make or receive gifts by way of capital contribution or otherwise.

The objects set forth in any sub-clause of this clause shall be regarded as independent objects and shall not, except, where the context expressly so requires, be in any way limited or restricted by reference to or inference from the terms of any other sub-clause, or by the name of the Company. None of such sub-clauses or the objects therein specified or the powers thereby conferred shall be deemed subsidiary or auxiliary merely to the objects mentioned in the first sub-clause of this clause, but the Company shall have full power to exercise all or any of the powers conferred by any part of this clause in any part of the world notwithstanding that the business, property or acts proposed to be transacted, acquired or performed do not fall within the objects of the first sub-clause of this clause.

NOTE: It is hereby declared that the word “company” in this clause, except where used in reference to this Company shall be deemed to include any partnership or other body of persons whether incorporated or not incorporated and whether domiciled in Ireland or elsewhere and the intention is that the objects specified in each paragraph of this clause shall except where otherwise expressed in such paragraph be in no way limited or restricted by reference to or inference from the terms of any other paragraph.

4. The liability of the members is limited.

5. The share capital of the Company is €40,000 and US$100,000 divided into 40,000 deferred shares of €1 each, 600,000,000 A ordinary shares of US$ 0.0001 each, 300,000,000 B ordinary shares of US$ 0.0001 each and 100,000,000 preferred shares of US$0.0001 each.

6. The shares forming the capital, increased or reduced, may be increased or reduced and be divided into such classes and issued with any special rights, privileges and conditions or with such qualifications as regards preference, dividend, capital, voting or other special incidents, and be held upon such terms as may be attached thereto or as may from time to time be provided by the original or any substituted or amended articles of association and regulations of the Company for the time being, but so that where shares are issued with any preferential or special rights attached thereto such rights shall not be alterable otherwise than pursuant to the provisions of the Company’s articles of association for the time being.

We, the several persons whose names and addresses are subscribed, wish to be formed into a company in pursuance of this memorandum of association and we agree to take the number of shares in the capital of the company set opposite our respective names.

Names, addresses and descriptions of subscribers	Number of shares taken by each subscriber
For and on behalf of	Thirty Nine Thousand, Nine Hundred and
United America Indemnity, Ltd.,	Ninety Four Ordinary Shares
Walker House,
87 Mary Street,
George Town,
Grand Cayman,
KY1-9002,
Cayman Islands
For and on behalf of
Larry Allen Frakes	One Ordinary Share
1653 Yardley Court
West Chester, Pennsylvania
19380
United States
For and on behalf of
Thomas Michael McGeehan	One Ordinary Share
572 Saratoga Road
King of Prussia
PA 19406
For and on behalf of
Linda Hohn	One Ordinary Share
153 Gulph Hills Road
Radnor
PA 19087
For and on behalf of
Edward M.Rafter	One Ordinary Share
1 Yearling Chase
Mount Laurel
NJ 08054
For and on behalf of
Troy Santora	One Ordinary Share
Woodbourne Place #7
28 Woodbourne Avenue
Pembroke HM08
Bermuda
For and on behalf of
Caroline M. Tate	One Ordinary Share
813 Judie Lane
Ambler, PA 19002
Dated the 25th day of February 2010

Witness to the above signatures:

Ashley Mayne

Purvis House

Victoria Place

29 Victoria Street

PO Box HM 716

Hamilton HMCX

Bermuda

Companies Acts 1963 to 2009

A PUBLIC COMPANY LIMITED BY SHARES

ARTICLES OF ASSOCIATION

-of-

GLOBAL INDEMNITY PUBLIC LIMITED COMPANY

(Amended and restated by Special Resolution dated 12 June 2013)

PRELIMINARY

1. The regulations contained in Table A in the First Schedule to the Companies Act, 1963 shall not apply to the Company.

2. (a) In these articles:

“Act”	means the Companies Act, 1963 (No. 33 of 1963) as amended by the Companies Acts 1977 to 2005, Parts 2 and 3 of the Investment Funds, Companies and Miscellaneous Provisions Act 2006 and the Companies (Amendment) Act 2009 and all statutory instruments which are to be read as one with, or construed, or to be read together with the Companies Acts and every statutory modification and re-enactment thereof for the time being in force.
“Affiliate”	shall have the meaning ascribed to such term in Rule 12b-2 of the Exchange Act.
“1983 Act”	the Companies (Amendment) Act, 1983.
“1990 Act”	means the Companies Act, 1990 (No. 33 of 1990).
“Acts”	means the Companies Acts 1963 to 2005, Parts 2 and 3 of the Investment Funds, Companies and Miscellaneous Provisions Act 2006 and the Companies (Amendment) Act 2009 and all statutory instruments which are to be read as one with, or construed, or to be read together with the Companies Acts and every statutory modification and re-enactment thereof for the time being in force.
“Address”	includes any number or address used for the purposes of communication by way of electronic mail or other electronic communication.
“Appraised Value”	with respect to any ordinary share means, as of any specified date, the value of such ordinary share as of such date as determined by an independent appraiser retained by the Company and reasonably acceptable to the shareholder the ordinary shares of which the Company has elected to purchase, redeem or assign the right to purchase pursuant to article 8.

“Attribution Percentage”	means, with respect to a shareholder and a Tentative 9.5% U.S. Shareholder, the percentage of the shareholder’s shares that are treated as Controlled Shares of such Tentative 9.5% U.S. Shareholder.
these “articles”	means the articles of association of which this article 2 forms part, as the same may be amended and may be from time to time and for the time being in force.
“Business Combination Transaction”	means any transaction, whether effected by means of a share purchase or other means, following which any person (other than Fox Paine & Company, LLC and its Affiliates) would have a majority of the votes represented by issued and outstanding shares and entitled to be cast at any general meeting of the Company.
“Business Day”	means any day except a Saturday, Sunday or other day on which banks in either of Dublin, Ireland or New York City, United States are closed for business.
“Clear Days”	in relation to the period of notice, that period excluding the day when the notice is given or deemed to be given and the day for which it is given or on which it is to take effect.
“Code”	means the United States Internal Revenue Code of 1986, as amended from time to time, or any United States federal statute then in effect that has replaced such statute, and a reference to a particular section thereof shall be deemed to include a reference to the comparable section, if any, of such replacement statute.
the “Company”	means the company whose name appears in the heading to these articles.
“Confidential Information”	shall have the meaning given to such term in article 5(d).
“Controlled Shares”	means, in reference to any person, all shares that such person owns or is deemed to own directly, indirectly (within the meaning of Section 958(a)(2) of the Code) or constructively (within the meaning of Section 958(b) of the Code and Treasury Regulations promulgated thereunder and under Section 957 of the Code).
the “Directors” or the “Board”	means the directors for the time being of the Company or the directors present at a meeting of the board of directors and includes any person occupying the position of director by whatever name called.

“Dividend Periods”	shall have the meaning given to such term in article 3(e)(ii).
“Electronic communication”	has the meaning given to those words in the Electronic Commerce Act 2000.
“Electronic signature”	has the meaning given to those words in the Electronic Commerce Act 2000.
“Exchange”	shall mean any securities exchange or other system on which any shares of the Company may be listed or otherwise authorised for trading from time to time, including, as may be applicable, The New York Stock Exchange and The NASDAQ Global Market.
“Exchange Act”	means the United States Securities Exchange Act of 1934, as amended from time to time, and the rules and regulations promulgated thereunder.
“Fair Value”	with respect to any share means, as of any specified date, (a) if such shares are not traded on any Exchange, the fair market value per share as determined by the Board without a minority discount but with an appropriate liquidity discount, such value and liquidity discount, if any, as determined by the Board, or (b) if such shares are traded on any Exchange, the fair market value per share as determined by the Board based on the last sales price per share as at the NASDAQ market close or if there is none, the average of the bid and asked price per share, in each case for the eight (8) Business Days prior to such date. If a shareholder disagrees with the price so determined by the Board pursuant to (a), the Fair Value shall be the Appraised Value. The Fair Value per A ordinary share as of any specified date shall be identical to the Fair Value per B ordinary share on such date.
“Fox Paine”	means Fox Paine & Company, LLC and any of its Affiliates.
“FPC Shareholder”	has the meaning set forth in article 74.
the “Group”	means the Company and its subsidiaries for the time being.
the “holder”	in relation to any share, the member whose name is entered in the Register as the holder of the share or, where the context permits, the members whose names are entered in the Register as the joint holders of shares.
“Indirect”	when referring to a holder of shares, means ownership of shares within the meaning of Section 958(a)(2) of the Code.
the “Office”	means the registered office for the time being of the Company.
“paid up”	means paid up as to the nominal value and any premium payable in respect of the issue of any shares and includes credited as paid up.

“Purchase Notice”	means a written notice of the Board’s determination to either (i) redeem a shareholder’s shares, or (ii) require a shareholder to sell shares, which notice shall specify the date on which any such shares are to be redeemed or purchased and the price at which such shares are to be redeemed or purchased in accordance with article 8(b).
“Redeemable Shares”	means redeemable shares in accordance with Section 206 of the 1990 Act.
“Register”	means the register of members to be kept as required in accordance with Section 116 of the Act.
“Required Sale”	shall have the meaning set forth in article 8(c).
“Required Seller”	shall have the meaning given such term in article 8(b).
the “seal”	means the common seal of the Company.
the “Secretary”	means any person appointed to perform the duties of the secretary or assistant secretary of the Company from time to time and for the time being.
“Service”	shall have the meaning given to such term in article 5(d).
“Signed”	includes a signature or representation of a signature affixed by mechanical means.
“Special Resolution”	means a special resolution of the Company’s members within the meaning of Section 141 of the Act.
“Tentative 9.5% U.S. Shareholder”	means a U.S. Person other than Fox Paine or a 13D Group in which Fox Paine is a participant, that, but for adjustments to the voting rights of shares pursuant to article 4, would be a 9.5% U.S. Shareholder.
“U.S. Person”	means a “United States person” as defined in Section 957(c) of the Code.
“13D Group”	means, with respect to voting securities of the Company, any group of persons formed for the purpose of acquiring, holding, voting or disposing of such securities which would be required under Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder to file a statement on Schedule 13D with the United States Securities and Exchange Commission as a “person” within the meaning of Section 13(d)(3) of the Exchange Act if such group beneficially owned voting securities representing more than 5% of the total combined voting power of all such securities then outstanding.
“9.5% U.S. Shareholder”	means a U.S. Person other than Fox Paine or a 13D Group in which Fox Paine is a participant, the Controlled Shares of which constitute nine and one-half per cent. (9.5%) or more of the voting power of all issued and outstanding shares of the Company and that would be generally required to recognise income with respect to the Company under Section 951(a)(1) of the Code, if the Company were a controlled foreign corporation as defined in Section 957 of the Code and if the ownership threshold under Section 951(b) of the Code were 9.5%.

(b) Expressions in these articles referring to writing shall be construed, unless the contrary intention appears, as including references to printing, lithography, photography and any other modes of representing or reproducing words in a visible form except as provided in these articles and/or where it constitutes writing in electronic form sent to the Company, and the Company has agreed to its receipt in such form. Expressions in these articles referring to execution of any document shall include any mode of execution whether under seal or under hand or any mode of electronic signature as shall be approved by the Directors. Expressions in these articles referring to receipt of any electronic communications shall, unless the contrary intention appears, be limited to receipt in such manner as the Company has approved.

(c) Unless the contrary intention appears, words or expressions contained in these articles shall bear the same meaning as in the Acts or in any statutory modification thereof in force at the date at which these articles become binding on the Company.

(d) References herein to any enactment shall mean such enactment as the same may be amended and may be from time to time and for the time being in force.

(e) The masculine gender shall include the feminine and neuter, and vice versa, and the singular number shall include the plural, and vice versa, and words importing persons shall include firms or companies or body corporates.

(f) Reference to US$, USD or dollars shall mean the currency of the United States of America and to €, euro, EUR or cent shall mean the currency of Ireland.

SHARE CAPITAL AND VARIATION OF RIGHTS

3.

(a) The share capital of the Company is €40,000 and US$100,000 divided into €40,000 deferred shares of €1 each (the “Euro Share Capital”), 600,000,000 A ordinary shares of US$0.0001 each, 300,000,000 B ordinary shares of US$0.0001 each and 100,000,000 preferred shares of US$0.0001 each.

(b) The rights and restrictions attaching to the ordinary shares shall be as follows:

(i) subject to the right of the Company to set record dates for the purposes of determining the identity of members entitled to notice of and/or to vote at a general meeting and the authority of the Board and chairman of the meeting to maintain order and security, the right to attend any general meeting of the Company and, subject to the voting limitations set out in article 4, to exercise one (1) vote per A ordinary share and ten (10) votes per B ordinary share held at any general meeting of the Company:

(ii) the right to participate pro rata in all dividends declared by the Company in accordance with the relevant provisions of these articles; and

(iii) the right, in the event of the Company’s winding up, to participate pro rata in the total assets of the Company.

The rights attaching to the ordinary shares may be subject to the terms of issue of any series or class of preferred shares allotted by the Directors from time to time in accordance with article 3(e).

The Euro Share Capital (i) does not convey on the holder the right to be paid a dividend or to receive notice of or to attend, vote and speak at any meeting of the members of the Company in respect of those shares, and (ii) confers the right on a return of capital, on a winding-up or otherwise, only to repayment of the nominal amount paid up on the Euro Share Capital but only after repayment of the ordinary shares of the Company in full.

(c) All ordinary shares shall rank pari passu with each other in all respects. Notwithstanding anything in the memorandum of association of the Company or these articles to the contrary;

(i) the holders of ordinary shares shall be entitled to receive, from time to time, when and as declared, such cash dividends as the Board, in its discretion, or the Company may from time to time determine, out of such funds as are legally available therefor, in proportion to the number of shares held by them, respectively, without regard to class.

(ii) the holders of ordinary shares shall be entitled to receive, from time to time, when and as declared, such dividends of shares or other securities of the Company or other property as the Board, in its discretion, or the Company may determine, out of such funds as are legally available therefor. Such dividends on, or bonus issues or share splits of, any class of ordinary shares shall not be paid or issued unless paid or issued on all classes of ordinary shares, in which case such dividends shall be paid or issued only in shares of that class. Any decrease in the number of shares of any class of ordinary shares resulting from a combination or consolidation of shares or other capital reclassification shall not be permitted unless parallel action is taken with respect to each other class of ordinary shares, so that the number of shares of each class of ordinary shares outstanding shall be decreased proportionately.

(d)

(i) Each B ordinary share shall be convertible at the option of the holder thereof into one A ordinary share by means of the Redemption Mechanism set out in Article 3(d)(ii)) below.

(ii) Subject to section 210(4) of the 1990 Act and unless the Board determines otherwise, if (i) a holder of B ordinary shares ( the “Converter”) wishes to effect a conversion of any such shares into A ordinary shares; or (ii) a person (the “Transferee”) agrees with any holder of B ordinary shares that it be transferred, whether or not for value, any of the B ordinary shares in the Company of that holder (the “Redeeming Member”), immediately prior to any such conversion being effected or the anticipated completion of the transfer agreement in (ii) above, the shares shall be redeemed in accordance with the mechanism set out below (the “Redemption Mechanism”), such mechanism to be effected in accordance with such procedures and as to such

type or types of transactions as the Board may have resolved and published (if required) from time to time. Under the Redemption Mechanism, the Converter or the Redeeming Member shall be deemed to have given the Company an irrevocable notice of its wish that the shares the subject of the proposed conversion or the transfer agreement (the “Notified Shares”) be immediately converted so as to be redeemable, subject to the Converter’s or the Redeeming Member’s right to notify the Company of its unwillingness to have such shares so converted as provided for under Section 210(2) of the 1990 Act where it wishes to have the shares transferred. The Notified Shares shall thereafter be redeemed immediately before the completion of any such conversion or such anticipated transfer for their aggregate nominal value (the “Redemption Amount”) and cancelled or held in treasury in accordance with Part XI of the 1990 Act and the Company will pay such amount to a third party, as nominated by the Board (the “Redemption Agent”), who will irrevocably be deemed to have been appointed as Redemption Agent and the Converter or the Redeeming Member shall be deemed to have given its consent to the Redemption Agent receiving the Redemption Amount and applying such amount in the manner set out below. Moreover, the Redemption Agent shall hold the Redemption Amount on trust and apply it in respect of an allotment and issue of (as applicable):

(A) A ordinary shares for their nominal value fully paid, in the Company equal in number to the Notified Shares, to Cede & Co. as nominee of the Converter or the Redeeming Member or such other nominee of the Converter or the Redeeming Member as it may advise (in either case, the “New Issue”); or

(B) B ordinary shares for their nominal value fully paid, in the Company equal in number to the Notified Shares, to the Transferee (1) where the Transferee is a nominee or Affiliate of a holder of B ordinary shares and such transfer will not result in a change of beneficial ownership (as determined under Rule 13d-3 under the Exchange Act), or (2) where the Transferee is already a holder of B ordinary shares, such allotment and issue (in each case) to occur immediately after the redemption of the Notified Shares, or within such other time as the Board may determine. The Board may in its discretion determine that the New Issue or new issue of B ordinary shares be effected by way of a re-issue of the treasury shares created pursuant to the redemption of the Notified Shares.

(e) The Board is empowered to cause the preferred shares to be issued from time to time as shares of one or more series of preferred shares, and in the resolution or resolutions providing for the issue of shares of each particular series, before issuance, the Board is expressly authorised to fix:

(i) the distinctive designation of such series and the number of shares which shall constitute such series, which number may be increased (except as otherwise provided by the Board in creating such series) or decreased (but not below the number of shares thereof then in issue) from time to time by resolution of the Board;

(ii) the dividend rate on shares of such series and preferences with respect thereto, if any, the dividend payment dates, the periods in respect of which dividends are payable (“Dividend Periods”), whether such dividends shall be cumulative and, if cumulative, the date or dates from which dividends shall accumulate and whether such dividends may be payable in cash or in kind;

(iii) the terms, if any, on which shares of such series may be redeemed, including without limitation, the redemption price or prices for such series, which may consist of a redemption price or scale of redemption prices applicable only to redemption in connection with a sinking fund (which term as used herein shall include any fund or requirement for the periodic purchase or redemption of shares), and the same or a different redemption price or scale of redemption prices applicable to any other redemption;

(iv) the terms and amount of any sinking fund provided for the purchase or redemption of shares of such series;

(v) the amount or amounts which shall be paid to the holders of shares of such series in case of liquidation, dissolution or winding up of the Company, whether voluntary or involuntary;

(vi) the terms, if any, upon which the holders of shares of such series may convert shares thereof into shares of any other class or classes or of any one or more series of the same class or of another class or classes;

(vii) the voting rights, full or limited, if any, of the shares of such series and whether or not and under what conditions the shares of such series (alone or together with the shares of one or more other series having similar provisions) shall be entitled to vote separately as a single class;

(viii) whether or not the holders of shares of such series, as such, shall have any pre-emptive or preferential rights to subscribe for or purchase shares of any class or series of shares of the Company, now or hereafter authorised, or any securities convertible into, or warrants or other evidences of optional rights to purchase or subscribe for, shares of any class or series of the Company, now or hereafter authorised;

(ix) whether or not the issuance of additional shares of such series, or of any shares of any other series, shall be subject to restrictions as to issuance, or as to the preferences, rights and qualifications of any such other series; and

(x) such other rights, preferences and limitations as may be permitted to be fixed by the Board of the Company under the laws of Ireland as in effect at the time of the creation of such series.

Notwithstanding the fixing of the number of preferred shares constituting a particular series, the Board at any time thereafter may otherwise authorise the issuance of additional preferred shares of the same series and with the same rights, subject always to the Acts and the memorandum of association of the Company.

The Board is authorised to change the designations, rights, preferences and limitations of any series of preferred shares theretofore established, no shares of which have been issued.

The rights conferred upon the holder of any pre-existing shares in the share capital of the Company shall be deemed not to be varied by the creation, issue and allotment of shares with preferred or other rights in accordance with these articles.

(f) No dividend shall be declared and set apart for payment on any series of preferred shares in respect of any Dividend Period unless all dividends have been paid, or declared and set apart for payment, in full on all preferred shares of each other series entitled to cumulative dividends at the time outstanding that rank senior or equally as to dividends with the series in question (“Senior Preferred Shares”) and there shall likewise be or have been paid, or declared and set apart for payment, on all Senior Preferred Shares, dividends rateably in accordance with the sums that would be payable on such preferred shares.

(g) If, upon the winding up of the Company, the assets of the Company distributable among the holders of any one or more series of preferred shares that (a) are entitled to a preference over the holders of the ordinary shares upon such winding up, and (b) rank equally in connection with any such distribution, shall be insufficient to pay in full the preferential amount to which the holders of such preferred shares shall be entitled, then such assets, or the proceeds thereof, shall be distributed among the holders of each such series of preferred shares rateably in accordance with the sums that would otherwise have been payable on such distribution if all sums payable were discharged in full.

(h) An ordinary share shall be deemed to be a Redeemable Share on, and from the time of, the existence or creation of an agreement, transaction or trade between the Company and any third party pursuant to which the Company acquires or will acquire ordinary shares, or an interest in ordinary shares, from the relevant third party. In these circumstances, the acquisition of such shares, or an interest in such shares, by the Company shall constitute the redemption of a Redeemable Share in accordance with Part XI of the 1990 Act.

4. Adjustment of voting power

(a) The voting power of all shares is hereby adjusted (and shall be automatically adjusted in the future) to the extent necessary so that there is no 9.5% U.S. Shareholder. The Board shall implement the foregoing in the manner provided herein; provided, however, that the foregoing provision and the remainder of this article 4 shall not apply in the event that one person or 13D Group beneficially owns (as used in Rule 13d-3 promulgated under the Exchange Act) greater than 75% of the voting power or value of the issued shares of the Company; provided further, that such adjustment shall not apply to Fox Paine or any 13D Group in which Fox Paine participates.

(i) the Board shall from time to time, including prior to any time at which a vote of shareholders is taken, take all reasonable steps necessary to ascertain, including those specified in article 5, through communications with shareholders or otherwise, whether there exists, or will exist at the time any vote of shareholders is taken, a Tentative 9.5% U.S. Shareholder;

(ii) in the event that a Tentative 9.5% U.S. Shareholder exists, the aggregate votes conferred by shares held by a shareholder and treated as Controlled Shares of that Tentative 9.5% U.S. Shareholder shall be reduced to the extent necessary such that the Controlled Shares of the Tentative 9.5% U.S. Shareholder will constitute less than 9.5% of the voting power of all issued shares. In applying the previous sentence where shares held by more than one shareholder are treated as Controlled Shares of such Tentative 9.5% U.S. Shareholder, the reduction in votes shall apply to such shareholders in descending order according to their respective Attribution Percentages; provided that, in the event of a tie, the reduction shall apply pro rata to the shareholders. The votes of shareholders owning no shares treated as Controlled Shares of any Tentative 9.5% U.S. Shareholder shall, in the aggregate, be increased by the same number of votes subject to reduction as described above. Such increase shall apply to all such shareholders in proportion to their voting power at that time; provided that such increase shall be limited to the extent necessary to avoid causing any U.S. Person to be a 9.5% U.S. Shareholder. The adjustments of voting power described in

this article 4 shall apply repeatedly until there is no 9.5% U.S. Shareholder. The Board may deviate from any of the principles described in this article 4 and determine that shares held by a shareholder shall carry different voting rights as it determines appropriate (A) to avoid the existence of any 9.5% U.S. Shareholder or (B) to avoid adverse tax, legal or regulatory consequences to the Company, any subsidiary of the Company, or any other shareholder or its Affiliates. For the avoidance of doubt, in applying the provisions of this article 4, a share may carry a fraction of a vote.

(b) In addition to the provisions of article 4(a), shares shall not carry any right to vote to the extent that the Board determines, in its sole and absolute discretion, that it is necessary that such shares should not carry the right to vote in order to avoid adverse tax, legal or regulatory consequences to the Company, any subsidiary of the Company, or any other direct or indirect holder of shares or its Affiliates; provided that no adjustment pursuant to this sentence shall cause any person to become a 9.5% U.S. Shareholder.

(c) Prior to any date on which shareholders shall vote on any matter, the Board shall:

(i) retain the services of an internationally recognised accounting firm or organization with comparable professional capabilities in order to assist the Company in applying the principles of this article 4;

(ii) obtain from such firm or organisation a statement describing the information obtained and procedures followed and setting forth the determinations made with respect to this article 4; and,

(iii) notify each shareholder of the voting power conferred by its shares determined in accordance with this article 4.

(d) Any determination by the Board as to any adjustments to voting power of any share made pursuant to this article 4 shall be final and binding.

5. Provision of certain information

(a) The Board shall have the authority to request from any direct or indirect holder of shares, and such holder shall provide, such information as the Board may reasonably request for the purpose of determining whether any holder’s voting rights are to be adjusted. If such holder fails to respond to such a request, or submits incomplete or inaccurate information in response to such a request, the Board may in its sole and absolute discretion determine that such holder’s shares shall carry no voting rights, in which case such shares shall not carry any voting rights until otherwise determined by the Board in its sole and absolute discretion.

(b) Any direct or indirect holder of shares shall give notice to the Company within ten days (10) following the date that such holder acquires actual knowledge that it is the owner of Controlled Shares of 9.5% or more of the voting power of all issued and outstanding shares.

(c) Notwithstanding the foregoing, no shareholder shall be liable to any other shareholder or the Company for any losses or damages resulting from such holder’s failure to respond to, or submission of incomplete or inaccurate information in response to, a request under paragraph (a) of this article or from such shareholder’s failure to give notice under paragraph (b) of this article.

(d) Any information provided by any shareholder to the Company pursuant to this article 5 or for purposes of making the analysis required by article 4, 8, 17(g) or 25, shall be deemed “confidential information” (the “Confidential Information”) and shall be used by the Company solely for the purposes contemplated by such articles (except as may be required otherwise by applicable law or regulation). The Company shall hold such Confidential Information in strict confidence and shall not disclose any Confidential Information that it receives, except: (i) to the U.S. Internal Revenue Service (the “Service”) if and to the extent the Confidential Information is required by the Service; (ii) to any outside legal advisers or accounting firm engaged by the Company to make determinations regarding the relevant articles; or (iii) to officers, employees or outside advisers of the Company, for the purposes set forth in article 5(e) or (iv) as otherwise required by applicable law or regulation.

(e) The Company shall take all measures practicable to ensure the continued confidentiality of the Confidential Information and shall grant the persons referred to in article 5(d)(ii) or (iii) access to the Confidential Information only to the extent necessary to allow them to assist the Company in any analysis required by article 4, 8, 17(g) or 25 or to determine whether the Company would realise any income that would be included in the income of any shareholder (or any interest holder, whether direct or indirect, of any shareholder) by operation of Section 953(c) of the Code. Prior to granting access to the Confidential Information to such persons or to any officer or employee as set forth below, the Company shall inform them of its confidential nature and of the provisions of this article 5 and shall require them to abide by all the provisions of this article 5. The Company shall not disclose the Confidential Information to any Director (other than a Director that is also a senior executive except as required by law or regulation, upon request to the Company).

(f) For the avoidance of doubt, the Company shall be permitted to disclose to the shareholders and others the relative voting percentages of the shareholders after application of article 4. At the written request of a shareholder, the Confidential Information of such shareholder shall be destroyed or returned to such shareholder after the later to occur of:

(i) such shareholder no longer being a shareholder; or

(ii) the expiration of the applicable statute of limitations with respect to any Confidential Information obtained for purposes of engaging in any tax-related analysis.

(g) The Company shall: (i) notify a shareholder immediately of the existence, terms and circumstances surrounding any request made to the Company to disclose any Confidential Information provided by or with respect to such shareholder and, prior to such disclosure, shall permit such shareholder a reasonable period of time to seek a protective order or other appropriate remedy or waive compliance with the provisions of this article 5; and (ii) if, in the absence of a protective order or waiver, such disclosure is required in the opinion of legal advisers to the Company, the Company shall make such disclosure without liability hereunder; provided that the Company shall furnish only that portion of the Confidential Information that is legally required, shall give such shareholder notice of the information to be disclosed as far in advance of its disclosure as practicable and, upon the request of such shareholder and at its expense, shall use reasonable efforts to ensure that confidential treatment will be accorded to all such disclosed information.

6. Subject to the provisions of Part XI of the 1990 Act and the other provisions of this article, the Company may:

(a) pursuant to Section 207 of the 1990 Act, issue any shares of the Company which are to be redeemed or are liable to be redeemed at the option of the Company or the member on such terms and in such manner as may be determined by the Company in general meeting (by Special Resolution) on the recommendation of the Directors;

(b) redeem shares of the Company on such terms as may be contained in, or be determined pursuant to the provisions of, these articles (and without any obligation to redeem on any pro rata basis as between members or members of the same class or holders of Redeemable Shares). Subject as aforesaid, the Company may cancel any shares so redeemed or may hold them as treasury shares and re-issue such treasury shares as shares of any class or classes or cancel them;

(c) subject to and in accordance with the provisions of the Acts and without prejudice to any relevant special rights attached to any class of shares, pursuant to Section 211 of the 1990 Act, purchase any of its own shares (including any Redeemable Shares and without any obligation to purchase on any pro rata basis as between members or members of the same class) and may cancel any shares so purchased or hold them as treasury shares (as defined in Section 209 of the 1990 Act) and may reissue any such shares as shares of any class or classes or cancel them; or

(d) pursuant to Section 210 of the 1990 Act, convert any of its shares into Redeemable Shares provided that the total number of shares which shall be redeemable pursuant to this authority shall not exceed the limit in Section 210(4) of the 1990 Act.

provided, in each case, that such issuance, repurchase or redemption shall not be made if, in the Board’s sole and absolute discretion it would result in a non-de minimis adverse tax, legal or regulatory consequence to the Company, any of its subsidiaries or any direct or indirect holder of shares or its Affiliates.

7. Redemption pursuant to the terms of a Business Combination

(a) Subject to Part XI of the 1990 Act and pursuant to and in accordance with Section 210 of the 1990 Act, the ordinary shares may be converted into Redeemable Shares and redeemed by the Company (or as may otherwise be determined by the Company in a general meeting by ordinary resolution) upon approval by the Board of, and an ordinary resolution of the shareholders adopting, any agreement entered into by the Company relating to a Business Combination Transaction involving the Company.

(b) The manner and terms of such redemption pursuant to this article 7, including the consideration to be received by the holders of ordinary shares in such redemption, which consideration may consist of cash, securities or other property, shall be set forth in the agreement relating to a Business Combination Transaction approved by the Board and an ordinary resolution of the shareholders.

(c) The consideration to be received by all holders of ordinary shares shall be identical regardless of the class of ordinary shares held by such holders.

8. Required sale of shares

(a) If the Board reasonably determines that any shareholder’s ownership of shares (after giving effect to any voting limitations set forth in article 4) will result in a non-de minimis adverse tax, legal or regulatory consequence to the Company, any of its subsidiaries or any other direct or indirect holder of shares in the Company or its Affiliates, the Company shall have the option but not the obligation to:

(i) redeem; or

(ii) repurchase; or

(iii) assign to a third party the right to purchase;

the minimum number of shares held by such person that is necessary to eliminate such non-de minimis adverse tax, legal or regulatory consequence at a price equal to the Fair Value of such shares.

(b) In the event that the Company determines, pursuant to this article 8, to redeem, repurchase or assign to a third party the right to purchase shares of a shareholder (a “Required Seller”), the Company shall provide a Purchase Notice to such shareholder. The Company may revoke the Purchase Notice at any time prior to the closing of such sale or redemption.

(c) The closing of a sale or redemption of shares pursuant to this article 8 (a “Required Sale”) shall take place at a location and date selected by the Company and set forth in the Purchase Notice which shall be delivered at least five (5) Business Days prior to the closing date specified therein; provided, however, that such closing date shall be no earlier than the later of: (i) five (5) Business Days after a Purchase Notice is given with respect to a purchase or redemption of shares; and (ii) five (5) Business Days after the date of determination of Appraised Value in the event that a shareholder objects to the Board’s determination of Fair Value contained in a Purchase Notice. Payment of the Purchase Price shall be by wire transfer at such closing.

(d) The Company shall pay the costs and fees of such appraiser, and the decision of the appraiser making such determination of Appraised Value shall be final and binding on the Company and the shareholder. Such Appraised Value shall be determined as a pro rata portion of the value of the Company taken as a whole, based on the higher of: (a) the value derived from a hypothetical sale of the Company as a going concern by a willing seller to a willing buyer (neither acting under any compulsion); and (b) the liquidation value of the Company. No discount shall be applied on account of: (i) the purchased shares representing a minority interest; (ii) any lack of liquidity of the purchased shares; (iii) the fact that the purchased shares may constitute “restricted securities” for securities law purposes; (iv) the existence of the Company’s right, as set forth in these articles and any shareholders’ agreement, to require shareholders to sell shares to the Company or to one or more third parties designated by the Company; or (v) the existence of the possibility of a reduction in voting power pursuant to these articles.

(e) Notwithstanding the provisions of this article 8, no shareholder shall be permitted to sell shares in a Required Sale to the extent that such sale would (after giving effect to any adjustment to voting power imposed in accordance with article 4) cause a non-de minimis adverse tax, legal or regulatory consequences to the Company, any of its subsidiaries, any other shareholder or its Affiliates.

9. The Company may make a payment in respect of the redemption or repurchase of its own shares in any manner permitted by the Acts.

10. The holder of the shares being repurchased shall be bound to deliver up to the Company at its registered office or such other place as the Board shall specify, the certificate(s) (if any) thereof for cancellation and thereupon the Company shall pay to such holder the purchase or redemption monies or consideration in respect thereof.

11. Any share in respect of which a Purchase Notice has been given shall not be entitled to participate in the profits of the Company or to vote in any Company meeting in respect of the period after the date specified as the closing date in the Purchase Notice.

12. Except as provided in these articles or the terms of any preferred shares, the redemption or repurchase of any share shall not be deemed to give rise to the redemption or repurchase of any other share.

13. The Board may when making payments in respect of redemption or repurchase of shares, if authorised by the terms of issue of the shares being redeemed or repurchased or with the agreement of the holder of such shares, make such payment either in cash or in specie.

14. Without prejudice to any special rights previously conferred on the holders of any existing shares or class of shares or to the authority conferred on the Directors pursuant to article 3 to issue the preferred shares, any share in the Company may be issued with such preferred or deferred or other special rights or such restrictions, whether in regard to dividend, voting, return of capital or otherwise, as the Company may from time to time by ordinary resolution determine.

15.

(a) Without prejudice to the authority conferred on the Directors pursuant to article 17 to issue shares in the capital of the Company, if at any time the share capital is divided into different classes of shares the rights attached to any class or series may, whether or not the Company is being wound up, be varied or abrogated with the consent in writing of the holders of 75% of the shares then in issue of that class, or with the sanction of a Special Resolution passed at a separate general meeting of the holders of the shares of that class or series. To every such meeting the provisions of article 43 shall apply.

(b) The redemption or purchase of preferred or ordinary shares or any class or series of preferred shares or ordinary shares shall not constitute a variation of rights of the preferred or ordinary holders.

(c) The issue, redemption or purchase of any of the 100,000,000 preferred shares of US$0.0001 per share shall not constitute a variation of the rights of the holders of ordinary shares.

16. The rights conferred upon the holders of the shares of any class issued with preferred or other rights shall not, unless otherwise expressly provided by the terms of issue of the shares of that class, be deemed to be varied by the creation or issue of further shares ranking pari passu therewith.

17.

(a) Subject to the provisions of these articles relating to new shares, the shares shall be at the disposal of the Directors, and they may (subject to the provisions of the Acts) allot, grant options or warrants over or otherwise dispose of them to such persons, on such terms and conditions and at such times as they may consider to be in the best interests of the Company and its members.

(b) Subject to any requirement to obtain the approval of members under any laws, regulations or the rules of any stock exchange to which the Company is subject, the Board is authorised, from time to time, in its discretion, to grant such persons, for such periods and upon such terms as the Board deems advisable, options or warrants

to purchase or subscribe for such number of shares of any class or classes as the Board may deem advisable, and to cause warrants or other appropriate instruments evidencing such options to be issued, provided that no such issuance of options or warrants may be made if it will cause, in the Board’s sole and absolute discretion, a non-de-minimis adverse tax, legal or regulatory consequence to the Company, any of its subsidiaries or any direct holder of shares or its Affiliates. The Company may grant or issue options or warrants to bearer.

(c) The Directors are, for the purposes of Section 20 of the 1983 Act, generally and unconditionally authorised to exercise all powers of the Company to allot and issue relevant securities (as defined by the said Section 20) up to the amount of Company’s authorised share capital as at the date of adoption of these articles and to allot and issue any shares purchased by the Company pursuant to the provisions of Part XI of the 1990 Act and held as treasury shares and this authority shall expire five years from the date of adoption of these articles of association.

(d) The Directors are hereby empowered pursuant to sections 23 and 24(1) of the 1983 Act to allot equity securities within the meaning of the said section 23 for cash pursuant to the authority conferred by paragraph (c) of this article as if section 23(1) of the said 1983 Act did not apply to any such allotment. The Company may before the expiry of such authority make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such an offer or agreement as if the power conferred by this paragraph (d) had not expired.

(e) All shares shall be issued fully paid as to their nominal value and any premium determined by the Board at the time of issue and shall be non-assessable.

(f) The Company may issue share warrants to bearer pursuant to section 88 of the Act.

(g) Notwithstanding the foregoing or other provisions of these articles, the Company shall not issue any shares or grant options or warrants in a manner that the Board, in its sole and absolute discretion, determines may result by reason of such issuance or grant in a non-de minimis adverse tax, legal or regulatory consequence to the Company, any of its subsidiaries or any direct or indirect holder of its shares or its Affiliates.

(h) Nothing in these articles shall preclude the Directors from recognising a renunciation of the allotment of any shares by any allottee in favour of some other person.

18. Subject to the Acts, the Company may pay commission to any person in consideration of a person subscribing or agreeing to subscribe, whether absolutely or conditionally, for any shares in the Company or procuring or agreeing to procure subscriptions, whether absolute or conditional, for any shares in the Company on such terms and subject to such conditions as the Directors may determine, including, without limitation, by paying cash or allotting and issuing fully or partly paid shares or any combination of the two. The Company may also, on any issue of shares, pay such brokerage as may be lawful.

19. Except as required by law, no person shall be recognised by the Company as holding any share upon any trust, and the Company shall not be bound by or be compelled in any way to recognise (even when having notice thereof) any equitable, contingent, future or partial interest in any share or any interest in any fractional part of a share or (except only as by these articles or by law otherwise provided) any other rights in respect of any share except an absolute right to the entirety thereof in the holder.

20. Every person the name of which is entered as a shareholder in the Register of Members shall, without payment, be entitled to a certificate in the form determined by the Board. Such certificate may be under the seal. All certificates shall specify the share or shares held by that person and the amount paid up thereon; provided that in respect of a share or shares held jointly by several persons the Company shall not be bound to issue more than one certificate, and delivery of a certificate for a share to one of several joint holders shall be sufficient delivery to all.

21. If a share certificate is defaced, lost or destroyed it may be renewed on such terms, if any, as to evidence and indemnity as the Board may think fit.

22. The Company shall not give, whether directly or indirectly and whether by means of a loan, guarantee, the provision of security or otherwise, any financial assistance for the purpose of or in connection with a purchase or subscription made or to be made by any person of or for any shares in the Company or in its holding company, except as permitted by section 60 of the Act.

TRANSFER OF SHARES

23.

(a) The instrument of transfer of any share may be executed for and on behalf of the transferor by the Secretary, and the Secretary shall be and, if so required by the Board, the transferee deemed to have been irrevocably appointed agent for the transferor and/or transferee of such share or shares with full power to execute, complete and deliver in the name of and on behalf of the transferor of such share or shares all such transfers of shares held by the members in the share capital of the Company. The instrument of transfer shall be accompanied by the certificate, if any, of the shares to which it relates and such other evidence as the Board may reasonably require to show the right of the transferor to make the transfer. Any document which records the name of the transferor, the name of the transferee, the class and number of shares agreed to be transferred and the date of the agreement to transfer shares, shall, once executed by the transferor or the Secretary as agent for the transferor, be deemed to be a proper instrument of transfer for the purposes of Section 81 of the Act. The transferor shall be deemed to remain the holder of the share until the name of the transferee is entered on the Register in respect thereof, and neither the title of the transferee nor the title of the transferor shall be affected by any irregularity or invalidity in the proceedings in reference to the sale should the Directors so determine.

(b) The Company, at its absolute discretion, may, or may procure that a subsidiary of the Company shall, pay Irish stamp duty arising on a transfer of shares on behalf of the transferee of such shares of the Company. If stamp duty resulting from the transfer of shares in the Company which would otherwise be payable by the transferee is paid by the Company or any subsidiary of the Company on behalf of the transferee, then in those circumstances, the Company shall, on its behalf or on behalf of its subsidiary (as the case may be), be entitled to:

(i) seek reimbursement of the stamp duty from the transferor or transferee (at its discretion);

(ii) set-off the stamp duty against any dividends payable to the transferor or transferee (at its discretion); and,

(iii) claim a first and permanent lien on the shares on which stamp duty has been paid by the Company or its subsidiary for the amount of stamp duty paid. The Company’s lien shall extend to all dividends paid on those shares.

(c) Notwithstanding the provisions of these articles and subject to any regulations made under Section 239 of the 1990 Act, title to any shares in the Company may also be evidenced and transferred without a written instrument in accordance with Section 239 of the 1990 Act or any regulations made thereunder. The Directors shall have power to permit any class of shares to be held in uncertificated form and to implement any arrangements they think fit for such evidencing and transfer which accord with such regulations and in particular shall, where appropriate, be entitled to disapply or modify all or part of the provisions in these articles with respect to the requirement for written instruments of transfer and share certificates (if any), in order to give effect to such regulations.

24. Subject to such of the restrictions of these articles and to such of the conditions of issue of any share warrants as may be applicable, the shares of any member and any share warrant may be transferred by instrument in writing in any usual or common form or any other form which the Directors, in their sole and absolute discretion, may approve.

25. The Directors may decline to approve or register any transfer of shares if it appears to the Directors, in their sole and absolute discretion, after taking into account, among other things, the limitation on voting rights contained in article 4, that any non-de minimis adverse tax, regulatory or legal consequences to the Company, any subsidiary of the Company, or any other direct or indirect holder of shares or its Affiliates would result from such transfer (including if such consequence arises as a result of any U.S. Person owning Controlled Shares constituting 9.5% or more of the value of the Company or the voting shares of the Company (but subject to the provisions of article 4) or pursuant to article 136(d)(iv)). The Directors shall have the authority to request from any direct or indirect holder of shares, and such holder shall provide, such information as the Directors may reasonably request for the purpose of determining whether any transfer should be permitted. If such information is not provided, the Directors may decline to approve or register such transfer.

26. Subject to any applicable requirements of any Exchange on which the shares are listed or traded, the Directors:

(a) may decline to approve or to register any transfer of any share unless: (i) such share has been registered under the U.S. Securities Act of 1933, as amended from time to time; or, (ii) a written opinion from counsel acceptable to the Company shall not have been obtained to the effect that registration of such transfer under the U.S. Securities Act of 1933, as amended from time to time, is not required; and,

(b) shall decline to approve or to register any transfer of any share if the transferee shall not have been approved by applicable governmental authorities if such approval is required.

27. The Directors may decline to recognise any instrument of transfer unless the instrument of transfer is in respect of one class of share only.

28. If the Directors refuse to register a transfer they shall, within ten (10) business days after the date on which the transfer was lodged with the Company, send to the transferor and transferee notice of the refusal.

29. All instruments of transfer shall upon their being lodged with the Company remain the property of the Company and the Company shall be entitled to retain them, but any instruments of transfer that the Board declines to register shall (except in any case of fraud) be returned to the person depositing the same.

TRANSMISSION OF SHARES

30. In the case of the death of a member, the survivor or survivors or the legal personal representative of the deceased survivor where the deceased was a joint holder, and the legal personal representatives of the deceased where he was a sole holder, shall be the only persons recognised by the Company as having any title to his interest in the shares: but nothing herein contained shall release the estate of a deceased joint holder from any liability in respect of any share which had been jointly held by him with other persons.

31. Any person becoming entitled to a share in consequence of the death or bankruptcy of a member shall, upon such evidence being produced as may from time to time properly be required by the Directors and subject as herein provided, elect either to be registered himself as holder of the share or to have some person nominated by him registered as the transferee thereof, but the Directors shall, in either case, have the same right to decline or suspend registration as they would have had in the case of a transfer of the shares by that member before his death or bankruptcy, as the case may be.

32. If the person so becoming entitled elects to be registered himself, he shall deliver or send to the Company a notice in writing signed by him stating that he so elects. If he elects to have another person registered, he shall testify his election by executing to that person a transfer of the share. All the limitations, restrictions and provisions of these regulations relating to the right to transfer and the registration of transfers of shares shall be applicable to any such notice or transfer as aforesaid as if the death or bankruptcy of the member had not occurred and the notice of transfer were a transfer signed by that member.

33. A person becoming entitled to a share by reason of the death or bankruptcy of the holder shall be entitled to the same dividends and other advantages to which he would be entitled if he were the registered holder of the share, except that he shall not, before being registered as a member in respect of the share, be entitled in respect of it to exercise any right conferred by membership in relation to the meetings of the Company, including voting.

ALTERATION OF CAPITAL

34. The Company may from time to time by ordinary resolution increase the authorised share capital by such sum, to be divided into shares of such amount, as the resolution shall prescribe.

35. The Company may by ordinary resolution:

(a) consolidate and divide all or any of its share capital into shares of larger amount than its existing shares:

(b) convert all or any of its paid up shares into stock and reconvert that stock into paid up shares in any denomination;

(c) subdivide its existing shares, or any of them, into shares of smaller amount than is fixed by the memorandum of association subject, nevertheless, to section 68(1)(d) of the Act: or

(d) cancel any shares which, at the date of the passing of the resolution, have not been taken or agreed to be taken by any person and reduce the amount of its authorised share capital by the amount of the shares so cancelled.

36. Subject to article 37, the Company may by Special Resolution reduce its share capital, any capital redemption reserve fund or any share premium account in any manner and with and subject to any incident authorised, and consent required, by law.

37. The Company shall not increase, reduce or alter its share capital, if such action, in the Board’s sole and absolute discretion, would cause a non-de minimis adverse tax, legal or regulatory consequence to the Company, any of its subsidiaries or any direct or indirect shareholder or its Affiliates.

38. Whenever as a result of an alteration or reorganisation of the share capital of the Company any members would become entitled to fractions of a share, the Directors may, on behalf of those members, sell the shares representing the fractions for the best price reasonably obtainable to any person and distribute the net proceeds of sale (after deduction of, without limitation, brokerage commissions and other sale expenses) in due proportion among those members, and the Directors may authorise any person to execute an instrument of transfer of the shares to, or in accordance with the directions of, the purchaser. The transferee shall not be bound to see to the application of the purchase money nor shall his title to the shares be affected by any irregularity in or invalidity of the proceedings in reference to the sale.

CLOSING REGISTER OF MEMBERS OR FIXING RECORD DATE

39. For the purpose of determining those members that are entitled to receive notice of, attend or vote at any general meeting or any adjournment thereof, or those members that are entitled to receive payment of any dividend, or in order to make a determination as to who is a member for any other purpose, the Board may provide that the Register shall be closed for transfers for a stated period, which period shall not exceed in any case thirty (30) days in each year. If the Register shall be so closed for the purpose of determining those members that are entitled to receive notice of, attend or vote at any general meeting the Register shall be so closed for at least ten (10) days immediately preceding such meeting and the record date for such determination shall be the date of the closure of the Register.

40. In lieu of or apart from closing the Register, (a) the Board may fix in advance a date as the record date for any such determination of those members that are entitled to receive notice of, attend or vote at a meeting of the members and (b) for the purpose of determining those members that are entitled to receive payment of any dividend the Board may, at or within ninety (90) days prior to the date of declaration of such dividend fix a subsequent date as the record date for such determination.

41. If the Register is not so closed and no record date is fixed for the determination of those members entitled to receive notice of, attend or vote at a general meeting or those members that are entitled to receive payment of a dividend, the tenth (10^th) day following the date on which notice of the meeting is posted or the date on which the resolution of the Board declaring such dividend is adopted, as the case may be, shall be the record date for such determination of members. When a determination of those members that are entitled to receive notice of, attend or vote at a general meeting has been made as provided in these articles, such determination shall apply to any adjournment thereof.

GENERAL MEETINGS

42. All general meetings other than annual general meetings shall be called extraordinary general meetings.

(a) The Company shall in each year hold a general meeting as its annual general meeting in addition to any other meeting in that year, and shall specify the meeting as such in

notices calling it. Not more than fifteen months shall elapse between the date of one annual general meeting of the Company and that of the next. Subject to section 140 of the Act, all general meetings of the Company may be held outside Ireland.

(b) The Board may whenever it thinks fit convene an extraordinary general meeting.

(c) Extraordinary general meetings shall also be convened on such requisition, or in default by such requisitionists, as provided in section 132 of the Act.

43. All provisions of these articles relating to general meetings of the Company shall, mutatis mutandis, apply to every separate general meeting of the holders of any class of shares in the capital of the Company, except that the necessary quorum shall be at least one person holding or representing at least one-third of the voting power of the issued shares of that class.

44. A Director and the auditor shall be entitled, notwithstanding that he is not a member, to attend and speak at any general meeting and at any separate meeting of the holders of any class of shares in the Company.

45. The Board may, in its absolute discretion, authorise the Secretary to postpone any general meeting called in accordance with the provisions of these articles (other than a meeting requisitioned under article 42(b) of these articles or the postponement of which would be contrary to the Acts, law or a court order pursuant to the Acts) if the Board considers that, for any reason, it is impractical or unreasonable to hold the general meeting, provided that notice of postponement is given to each member before the time for such meeting. Fresh notice of the date, time and place for the postponed meeting shall be given to each member in accordance with the provisions of these articles.

NOTICE OF GENERAL MEETINGS

46.

(a) Subject to the provisions of the Acts allowing a general meeting to be called by shorter notice, an annual general meeting, and an extraordinary general meeting called for the passing of a special resolution, shall be called by not less than twenty-one Clear Days’ notice and all other extraordinary general meetings shall be called by not less than fourteen Clear Days’ notice.

(b) The accidental omission to give notice of a meeting to, or the non-receipt of notice of a meeting by, any person entitled to receive notice shall not invalidate the proceedings at the meeting.

(c) There shall appear with reasonable prominence in every notice of general meetings of the Company a statement that a shareholder entitled to attend and vote is entitled to appoint one or more proxies to attend and vote instead of him and that proxy need not be a shareholder.

(d) In cases where instruments of proxy are sent out in notices, the accidental omission to send such instrument of proxy to, or non-receipt of such instrument of proxy by, any person entitled to receive notice shall not invalidate any resolution passed or any proceeding at that meeting.

PROCEEDINGS AT GENERAL MEETINGS

47. All business shall be deemed special that is transacted at an extraordinary general meeting, and also all that is transacted at an annual general meeting, with the exception of declaring a dividend, the consideration of the accounts, balance sheets and the reports of the Directors

and auditors, the election of Directors, the re-appointment of the retiring auditors and the fixing of the remuneration of the auditors. No special business shall be transacted at a general meeting without the consent of all the shareholders entitled to received notice of that meeting unless notice of such special business has been given in the notice convening that meeting.

48. No business shall be transacted at any general meeting unless a quorum of shareholders is present at the time when the meeting proceeds to business. Save as otherwise provided by these articles, one or more shareholders holding shares having at least a majority of the votes eligible to be cast at such general meeting, present in person or by proxy, shall be a quorum. Any meeting duly called at which a quorum is not present shall be adjourned and the Company shall provide notice pursuant to article 46 in the event that such meeting is to be reconvened.

49. If the Board wishes to make this facility available to shareholders for a specific or all general meetings of these Company, a shareholder may participate in any general meeting of the Company, by means of a telephone, video, electronic or similar communication equipment by way of which all persons participating in such meeting can communicate with each other simultaneously and instantaneously and such participation shall be deemed to constitute presence in person at the meeting.

50. The chairman, if any, of the Board, and, if the chairman is not present, the vice chairman or such other officer or person as the Board shall designate, shall preside as chairman at every general meeting of the Company.

51. The chairman may, with the consent of a majority of the members, adjourn a general meeting from time to time (and shall if so directed) and from place to place, but no business shall be transacted at any adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place. When a meeting is adjourned for fourteen (14) days or more, notice of the adjourned meeting shall be given as in the case of an original meeting. Save as aforesaid it shall not be necessary to give any notice of an adjournment or of the business to be transacted at an adjourned meeting.

52. At any general meeting a resolution put to the vote of the meeting shall be decided on a poll which shall be taken in such manner as the chairman directs.

53. In the case of an equality of votes, the chairman of the meeting shall be entitled to a second or casting vote.

54. If authorised by the Board, any vote taken by written ballot may be satisfied by a ballot submitted by electronic transmission; provided that any such electronic transmission must either set forth or be submitted with information from which it can be determined that the electronic transmission was authorised by the shareholder or proxy.

55. The Board may, and at any general meeting, the chairman of such meeting may make any arrangement and impose any requirement or restriction it or he considers appropriate to ensure the security of a general meeting including, without limitation, requirements for evidence of identity to be produced by those attending the meeting, the searching of their personal property and the restriction of items that may be taken into the meeting place. The Board and, at any general meeting, the chairman of such meeting are entitled to refuse entry to a person who refuses to comply with such arrangements, requirements or restrictions.

VOTES OF MEMBERS

56. Subject to any rights and restrictions for the time being attached to any class or classes of shares and the provisions of article 4, every member present in person and every person

representing a member by proxy at any general meeting shall have such number of votes with respect to such shares that such holder or the person represented by proxy holds is entitled by the terms of issue of such shares.

57. In the case of joint holders of shares, the vote of the senior holder that tenders a vote whether in person or by proxy shall be accepted to the exclusion of the votes of the joint holders and for this purpose seniority shall be determined by the order in which the names stand in the Register.

58. A member of unsound mind, or in respect of whom an order has been made by any court having jurisdiction (whether in Ireland or elsewhere) in matters concerning mental disorder, may vote, by his committee, receiver, guardian or other person appointed by that court, and any such committee, receiver or guardian or other person may vote by proxy on a poll. Evidence to the satisfaction of the Directors of the authority of the person claiming to exercise the right to vote shall be received at the Office or at such other address as is specified in accordance with these articles for the receipt of appointments of proxy, not less than forty-eight hours before the time appointed for holding the meeting or adjourned meeting at which the right to vote is to be exercised and in default the right to vote shall not be exercisable.

59. No objection shall be raised to the qualification of any voter except at the meeting or adjourned meeting at which the vote objected to is given or tendered, and every vote not disallowed at such meeting shall be valid for all purposes. Any such objection made in due time shall be referred to the chairman of the meeting, whose decision shall be final and conclusive.

60. Votes may be given either personally or by proxy.

(a) Every member entitled to attend and vote at a general meeting may appoint a proxy to attend, speak and vote on his behalf and may appoint more than one proxy to attend, speak and vote at the same meeting. The appointment of a proxy shall be in any form which the Directors may approve and, if required by the Company, shall be signed by or on behalf of the appointer. In relation to written proxies, a body corporate may sign a form of proxy under its common seal or under the hand of a duly authorised officer thereof or in such other manner as the Directors may approve. A proxy need not be a member of the Company. The appointment of a proxy in electronic or other form shall only be effective in such manner as the Directors may approve.

(b) Without limiting the foregoing, the Directors may from time to time permit appointments of a proxy to be made by means of a telephonic, electronic or internet communication or facility and may in a similar manner permit supplements to, or amendments or revocations of, any such telephonic, electronic or internet communication or facility to be made. The Directors may in addition prescribe the method of determining the time at which any such telephonic, electronic or Internet communication or facility is to be treated as received by the Company and in accordance with procedures approved by the Directors that are reasonably designed to verify that such instructions have been authorised by such shareholder. The Directors may treat any such telephonic, electronic or Internet communication or facility which purports to be or is expressed to be sent on behalf of a holder of a share as sufficient evidence of the authority of the person sending that instruction to send it on behalf of that holder.

61. Any body corporate or other entity which is a member of the Company may by resolution of its directors or other governing body authorise such person as it thinks fit to act as its representative at any meeting of the Company or of any class of members of the Company and the person so authorised shall be entitled to exercise the same powers on behalf of the

body corporate which he represents as that body corporate could exercise if it were an individual member of the Company. The Company may require evidence from the body corporate of the due authorisation of such person to act as the representative of the relevant body corporate.

62. Receipt by the Company of an appointment of proxy in respect of a meeting shall not preclude a member from attending and voting at the meeting or at any adjournment thereof. An appointment proxy shall be valid, unless the contrary is stated therein, as well for any adjournment of the meeting as for the meeting to which it relates.

63.

(a) A vote given in accordance with the terms of an appointment of proxy or a resolution authorising a representative to act on behalf of a body corporate shall be valid notwithstanding the death or insanity of the principal, or the revocation of the appointment of proxy or of the authority under which the proxy was appointed or of the resolution authorising the representative to act or transfer of the share in respect of which the proxy was appointed or the authorisation of the representative to act was given, provided that no intimation in writing (whether in electronic form or otherwise) of such death, insanity, revocation or transfer shall have been received by the Company at the Office or administrative headquarters of the Company, at least one hour before the commencement of the meeting or adjourned meeting at which the appointment of proxy is used or at which the representative acts provided however, that where such intimation is given in electronic form it shall have been received by the Company at least 24 hours (or such lesser time as the Directors may specify) before the commencement of the meeting.

(b) The Directors may send, at the expense of the Company, by post, electronic mail or otherwise, to the members forms for the appointment of a proxy (with or without stamped envelopes for their return) for use at any general meeting or at any class meeting, either in blank or nominating any one or more of the Directors or any other persons in the alternative.

64. Subject to Section 141 of the Act, a resolution in writing signed by all the members for the time being entitled to attend and vote on such resolution at a general meeting (or being body corporates by their duly authorised representatives) shall be as valid and effective for all purposes as if the resolution has been passed at a general meeting of the Company duly convened and held, and may consist of several documents in like form signed by one or more persons, and if described as a special resolution, shall be deemed to be special resolution within the meaning of the Act. Any such resolution shall be served on the Company.

APPOINTMENT, ROTATION AND REMOVAL OF DIRECTORS

65. At every annual general meeting of the Company, all of the Directors shall retire from office unless re-elected by ordinary resolution at the annual general meeting. A Director retiring at a meeting shall retain office until the close or adjournment of the meeting.

66. Every Director nominated for re-election by the Board shall be eligible to stand for re-election at an annual general meeting.

67. The Board may from time to time fix the maximum and minimum number of Directors to be appointed. Unless such number is fixed as aforesaid, the number of Directors shall be seven.

68. If at every annual general meeting of the Company, the number of Directors is reduced below the minimum prescribed by the Act due to the failure of any Directors to be re-elected, then in

those circumstances, the two Directors or nominees who receive the highest number of votes in favour of election shall be elected and shall remain Directors until such time as additional Directors have been appointed to replace them as Directors. If, at any annual general meeting of the Company, the number of Directors is reduced below the minimum prescribed by the Act in any circumstances where one Director is elected, then that Director shall hold office until the next annual general meeting and the Director or nominee which (excluding the re-elected Director) receives the highest number of votes in favour of election shall be elected and shall remain a Director until such time as one or more additional Directors have been appointed to replace him or her.

69. The remuneration of the Directors shall be determined by the Board.

70. There shall be no shareholding qualification for Directors.

71. The Company may, by ordinary resolution, of which extended notice has been given in accordance with section 142 of the Act, remove any Director before the expiration of his period of office notwithstanding anything in these regulations or in any agreement between the Company and such Director. Such removal shall be without prejudice to any claim such Director may have for damages for breach of any contract of service between him and the Company.

72. The Company may, by ordinary resolution, appoint another person in place of a Director removed from office under article 71 and without prejudice to the powers of the Directors under article 99 the Company in general meeting by ordinary resolution may appoint any person to be a Director either to fill a casual vacancy or as an additional Director, subject to the maximum number of Directors set out in article 67.

73. The Directors may appoint a person who is willing to act to be a Director, either to fill a vacancy or as an additional Director, provided that the appointment does not cause the number of Directors to exceed any number fixed by or in accordance with these articles as the maximum number of Directors. A Director so appointed shall hold office only until the next following annual general meeting. If not re-appointed at such annual general meeting, such Director shall vacate office at the conclusion thereof.

74. For so long as Fox Paine (and any of their successors) beneficially hold in aggregate, shares representing twenty five percent (25%) or more of the voting power of the then issued shares, the FPC Shareholders (as defined below) shall be entitled to:

74.1 appoint a number of Directors to the Board (“FPC Directors”) equal in aggregate to the pro rata percentage of the voting shares beneficially held by Fox Paine (and any of their successors) (for example, where Fox Paine (and any of their successors) beneficially hold in aggregate shares representing forty percent (40%) of the voting power of the then issued shares, the FPC shareholders shall be entitled to appoint forty percent (40%) of the number of Directors), and where applicable, rounded up to nearest whole number of Directors represented by the pro-rata percentage of voting shares (for example, if holding 40% of the voting power of the then issued shares and the number of Directors on the Board is seven (7), the FPC Shareholders shall be entitled to appoint three (3) FPC Directors), provided however the Board shall contain a sufficient number of “independent directors’ (within the meaning of Rule 5602(a)(2) of the Nasdaq Rules) such that the Board complies with Rule 5605(b) of the Nasdaq Rules; and

74.2 remove any of the FPC Directors by delivery of a written notice to the Company at its registered office.

Such appointment(s) and/or removal(s) shall take effect as of the date of the notice or as of such later date, or upon occurrence of such event, as may be specified in such notice. The Board shall take, and cause the Company to take, any and all necessary actions to effectuate such appointment(s) and/or removal(s), including for the avoidance of doubt, providing all notices to shareholders as may be required pursuant to any obligations of the Company under applicable law. The Board shall not conduct any business until any FPC Director removed in accordance with article 74.2 has been replaced with a new FPC Director pursuant to article 75.

For the purposes of this article 74, a “FPC Shareholder” shall be defined as any of U.N. Holdings (Cayman), Ltd., U.N. Holdings (Cayman) II, Ltd. and any transferee of any such persons, provided that such transferee is Fox Paine (or any of their successors) and is not a U.S. Person, together the “FPC Shareholders”.

75. Where a FPC Director is removed pursuant to article 74.2, the FPC Shareholders may, within such notice or in subsequent written notice, and provided that Fox Paine (and any of their successors) beneficially hold in aggregate the necessary percentage of voting power in respect of the then issued shares at that time to be permitted to appoint another FPC Director in accordance with article 74.1, appoint a new FPC Director to fill such vacancy for the remainder of the removed FPC Director’s term and the Board shall take, and cause the company to take any and all necessary actions to effectuate such appointment, including for the avoidance of doubt, providing all notices to shareholders as may be required pursuant to any obligations of the Company under applicable law.

BORROWING POWERS

76. The Directors may exercise all the powers of the Company to borrow or raise money, and to mortgage or charge its undertaking, property, assets and uncalled capital or any part thereof and to issue debentures, debenture stock, notes and other securities whether outright or as collateral security for any debt, liability or obligation of the Company or of any third party, without any limitation as to amount.

POWERS AND DUTIES OF THE DIRECTORS

77. The business of the Company shall be managed by the Directors, who may pay all expenses incurred in promoting and registering the Company and may exercise all such powers of the Company as are not, by the Acts or by these articles, required to be exercised by the Company in general meeting, subject, nevertheless, to any of these articles and to the provisions of the Acts. No resolution made by the Company in general meeting shall invalidate any prior act of the Directors that would have been valid if that resolution had not been made.

78. The Directors may from time to time and at any time by power of attorney appoint any company, firm or person or body of persons, whether nominated directly or indirectly by the Directors, to be the attorney or attorneys of the Company for such purposes and with such powers, authorities and discretions (not exceeding those vested in or exercisable by the Directors under these articles) and for such period and subject to such conditions as they may think fit, and any such power of attorney may contain such provisions for the protection of persons dealing with any such attorney as the Directors may think fit, and may also authorise any such attorney to delegate all or any of the powers, authorities and discretions vested in him.

79. The Board shall have the power to appoint and remove executives in such terms as the Board sees fit and to give such titles and responsibilities to those executives as it sees fit.

80. The Company may exercise the powers conferred by Section 41 of the Act with regard to having an official seal for use abroad and such powers shall be vested in the Directors.

81. Subject as otherwise provided with these articles and, in particular, articles 131 and 132, the Directors may exercise the voting powers conferred by shares of any other company held or owned by the Company in such manner in all respects as they think fit and in particular they may exercise their voting powers in favour of any resolution appointing the Directors or any of them as Directors or officers of such other company or providing for the payment of remuneration or pensions to the Directors or officers of such other company.

82. All cheques, promissory notes, drafts, bills of exchange and other negotiable instruments and all receipts for money paid to the Company shall be signed, drawn, accepted, endorsed or otherwise executed, as the case may be, by such person or persons and in such manner as the Directors shall from time to time by resolution determine.

83. The Directors may from time to time authorise such person or persons as they see fit to perform all acts, including without prejudice to the foregoing, to effect a transfer of any shares, bonds, or other evidences of indebtedness or obligations, subscription rights, warrants, and other securities in another body corporate in which the Company holds an interest and to issue the necessary powers of attorney for the same; and each such person is authorised on behalf of the Company to vote such securities, to appoint proxies with respect thereto, and to execute consents, waivers and releases with respect thereto, or to cause any such action to be taken.

84. The Directors may procure the establishment and maintenance of or participate in, or contribute to any non-contributory or contributory pension or superannuation fund, scheme or arrangement or life assurance scheme or arrangement for the benefit of, and pay, provide for or procure the grant of donations, gratuities, pensions, allowances, benefits or emoluments to any persons (including Directors or other officers) who are or shall have been at any time in the employment or service of the Company or of any company which is or was a subsidiary of the Company or of the predecessor in business of the Company or any such subsidiary or holding Company and the wives, widows, families, relatives or dependants of any such persons. The Directors may also procure the establishment and subsidy of or subscription to and support of any institutions, associations, clubs, funds or trusts calculated to be for the benefit of any such persons as aforesaid or otherwise to advance the interests and well being of the Company or of any such other Company as aforesaid or its members, and payments for or towards the issuance of any such persons as aforesaid and subscriptions or guarantees of money for charitable or benevolent objects or for any exhibition or for any public, general or useful object. Provided that any Director shall be entitled to retain any benefit received by him under this article, subject only, where the Acts require, to disclosure to the members and the approval of the Company in general meeting.

85. The Board may from time to time provide for the management of the affairs of the Company in such manner as it shall think fit and the specific delegation provisions contained in the articles shall not limit the general powers conferred by these articles.

DISQUALIFICATION OF DIRECTORS

86. The office of a Director shall be vacated ipso facto if the Director:

(i) is restricted or disqualified to act as a Director under the provisions of Part VII of the 1990 Act: or

(ii) resigns his office by notice in writing to the Company or in writing offers to resign and the Directors resolve to accept such offer; or

(iii) is or becomes bankrupt or makes any arrangement or composition with his or her creditors generally; or

(iv) is or becomes of unsound mind or dies; or

(v) is removed from office under article 71 or article 74.2.

PROCEEDINGS OF DIRECTORS

87. The Directors may meet together for the despatch of business, adjourn and otherwise regulate their meetings and proceedings as they shall think fit. Unless a greater number is expressly required by law or these articles, questions arising at any meeting shall be decided by a majority of votes cast thereat. In case of an equality of votes the chairman shall have a second or casting vote. The chairman may, and a Secretary on the requisition of a majority of the Directors shall, at any time summon a meeting of the Board by reasonable notice in writing to every Director, which notice shall set forth the place, date and hour and the general nature of the business to be considered unless notice is waived by all the Directors either at, before or after the meeting is held. No additional notice of a regularly scheduled meeting of the Board shall be required. Notice of any special meeting of the Board shall be given by the Secretary of the Company at least one day prior to such meeting. Such notice requirements shall be waived by any Director actually attending such meeting.

88. Without prejudice to the powers conferred by these articles, the Board may delegate any of its powers to committees consisting of such Director or Directors as it thinks fit. Any committee so formed shall, in the exercise of the powers so delegated, conform to any regulations or charter that may be imposed on it by the Board.

89. The meetings and proceedings of any such committee consisting of two or more Directors shall be governed by the provisions of these Articles regulating the meetings and proceedings of the Board so far as the same are applicable and are not superseded by any regulations or charter made by the Board under article 88.

90. All acts done by any meeting of the Board, or of a committee of the Board or by any person acting as a Director, shall, notwithstanding it be afterwards discovered that there was some defect in the appointment of any such Director or person acting as aforesaid, or that they or any of them were disqualified, or had vacated office, or were not entitled to vote, be as valid as if every such person had been duly appointed, and was qualified and had continued to be a Director and had been entitled to vote.

91. A Director or Directors may participate in any meeting of the Board, or of any committee appointed by the Board of which such Director or Directors are members, by means of telephone, video conferencing or similar communication equipment by way of which all persons participating in such meeting can hear each other and such participation shall be deemed to constitute presence in person at the meeting.

92. The quorum necessary for the transaction of the business of the Board may be fixed by the Board, and unless so fixed, shall be a majority of the Directors.

93. A Director who is in any way, whether directly or indirectly, interested in a contract, transaction, appointment or arrangement or proposed contract, transaction, appointment or arrangement with the Company shall declare the nature of his interest at a meeting of the Board in accordance with Section 194 of the Act. A general notice given to the Board by any Director to the effect that he is a shareholder of any specified company or firm and is to be regarded as interested in any contract that may thereafter be made with that company or firm

shall be deemed a sufficient declaration of interest in regard to any contract so made. A Director may vote in respect of any contract or proposed contract or arrangement notwithstanding that he may be interested therein and if he does so his vote shall be counted and he may be counted in the quorum at any meeting of the Board at which any such contract or proposed contract or arrangement shall come before the meeting for consideration.

94. A Director may hold and be remunerated in respect of any other office or place of profit under the Company or any other Company in which the Company may be interested (other than the office of auditor of the Company or any subsidiary thereof) in conjunction with his office of Director for such period and on such terms as to the remuneration and otherwise as the Directors may determine, and no Director or intending Director shall be disqualified from his office from contracting or being interested, directly or indirectly, in any contract or arrangement with the Company or any other Company with regard to his tenure of any such other office or place of profit or as a vendor, purchaser or otherwise nor shall any Director so contracting or being so interested be liable to account to the Company for any profits and advantages accruing to him from any such contract or arrangement by reason of such Director holding that office or of the fiduciary relationship thereby established.

95. A Director may hold any other office or place of profit under the Company (other than the office of auditor) in conjunction with his office of Director for such period and on such terms (as to remuneration and otherwise) as the Board may determine and no Director or proposed Director shall be disqualified by his office from contracting with the Company either with regard to his tenure of any such other office or place of profit or as vendor, purchaser or otherwise, nor shall any such contract or arrangement entered into by or on behalf of the Company in which any Director is in any way interested, be liable to be avoided, nor shall any Director so contracting or being so interested be liable to account to the Company for any profit realised by any such contract or arrangement by reason of such Director holding that office or of the fiduciary relation thereby established. A Director, notwithstanding his interest, may be counted in the quorum present at any meeting of the Board whereat he or any other Director is appointed to hold any such office or place of profit under the Company or whereat the terms of any such appointment are arranged and he may vote on any such appointment or arrangement.

96. Any Director may act by himself or his firm in a professional capacity for the Company, and he or his firm shall be entitled to remuneration for professional services as if he were not a Director; provided that nothing herein contained shall authorise a Director or his firm to act as auditor to the Company.

97. The Board shall cause minutes to be made in books or loose-leaf folders provided for the purpose of recording:

(a) all appointments of officers made by the Board;

(b) the names of the Directors present at each meeting of the Board and of any committee of the Board; and

(c) all resolutions and proceedings at all meetings of the Company, and of the Board and of committees of Directors.

98. When the chairman of a meeting of the Board signs the minutes of such meeting those minutes shall be deemed to have been duly held notwithstanding that all the Directors have not actually come together or that there may have been a technical defect in the proceedings.

99. A resolution signed (whether by electronic signature or otherwise as approved by the Directors) by all the Directors shall be as valid and effectual as if it had been passed at a

meeting of the Board or, as appropriate, a committee duly called and constituted. When signed a resolution may consist of several documents each signed by one or more of the Directors.

100. The continuing Directors may act notwithstanding any vacancy in their body but if and so long as their number is reduced below the number fixed by or pursuant to these Articles as the necessary quorum of Directors, the continuing Directors shall appoint forthwith an additional Director or additional Directors to make up such number or shall convene a general meeting of the Company for the purpose of making such appointment, but for no other purpose.

101. The Board may elect a chairman and one or more vice chairmen of their meetings and determine the period for which he is to hold office but if no such chairman or vice chairman are elected, or if at any meeting the chairman or any vice chairman is not present within fifteen minutes after the time appointed for holding the meeting, the Directors present may choose one of their number to be chairman of the meeting.

102. A committee appointed by the Board may elect a chairman of its meetings. If no such chairman is elected, or if at any meeting the chairman is not present within five minutes after the time appointed for holding the meeting, the Directors present may choose one of their number to be chairman of the meeting.

103. A committee appointed by the Board may meet and adjourn as it thinks proper. A quorum for any meeting of a committee shall consist of at least 50% of the members in office at the time and questions arising at any meeting shall be determined by a majority of votes of the committee members present. In the case of an equality of votes, the chairman of the committee meeting shall be entitled to a second or casting vote.

SERVICE PROVIDERS

104. The Board may appoint any one or more persons to act as service providers to the Company (including, without limitation, to act as manager, administrator, registrar and transfer agent, custodian, investment manager, investment adviser, underwriter, placement agent and/or sponsor to the Company) and the Board may entrust to and confer upon such persons such powers upon such terms and conditions, including the right to remuneration payable by, and indemnification from, the Company and with such restrictions and with such powers of delegation as they may determine.

THE SEAL

105.

(a) The Directors shall ensure that the Seal (including any official securities seal kept pursuant to the Acts) shall be used only by the authority of the Directors or of a committee authorised by the Directors and every instrument to which the Seal shall be affixed shall be signed by a Director or the Secretary or any assistant Secretary or some other person authorised by the Board, either generally or specifically, for that purpose.

(b) The Company may exercise the powers conferred by the Acts with regard to having an official seal for use abroad and such powers shall be vested in the Directors.

DIVIDENDS AND RESERVES

106. The Company in general meeting may declare dividends, but no dividends shall exceed the amount recommended by the Directors.

107. The Directors may from time to time declare and pay to the members such interim dividends as appear to the Directors to be justified by the profits of the Company.

108. No dividend or interim dividend shall be declared and paid otherwise than in accordance with the provisions of Part IV of the 1983 Act.

109. The Directors may, before recommending any dividend, set aside out of the profits of the Company or funds legally available for distribution such sums as they think proper as a reserve or reserves which shall, at the discretion of the Directors, be applicable for any purpose to which the profits of the Company may be properly applied and pending such application may at the like discretion either be employed in the business of the Company or be invested in such investments as the Directors may in their sole and absolute discretion lawfully determine. The Directors may also, without placing the same to reserve, carry forward any profits which they may in their sole and absolute discretion think it prudent not to divide.

110. Subject to the rights of persons, if any, entitled to shares with special rights as to dividend, all dividends shall be declared and paid according to the amounts paid or credited as paid on the shares in respect whereof the dividend is paid. All dividends shall be apportioned and paid proportionately to the amounts paid or credited as paid on the shares during any portion or portions of the period in respect of which the dividend is paid; but if any share is issued on terms providing that it shall rank for dividend as from a particular date, such share shall rank for dividend accordingly.

111. The Directors may deduct from any dividend payable to any member all sums of money (if any) immediately payable by him to the Company in relation to the shares of the Company.

112. The Directors when paying dividends to shareholders in accordance with the provisions of these articles may make such payment either in cash or in specie.

113. Any dividend or other monies payable in respect of any share may be paid by cheque or warrant sent by post (or sent by any electronic or other means), at the risk of the person or persons entitled thereto, to the registered address of the holder or, where there are joint holders, to the registered address of that one of the joint holders who is first named on the Register or to such person and to such address as the holder or joint holders may in writing direct. Every such cheque or warrant shall be made payable to the order of the person to whom it is sent and payment of the cheque or warrant shall be a good discharge to the Company. Any joint holder or other person jointly entitled to a share as aforesaid may give receipts for any dividend or other moneys payable in respect of the share. Any such dividend or other distribution may also be paid by any other method (including payment in a currency other than US$, electronic funds transfer, direct debit, bank transfer or by means of a relevant system) which the Directors consider appropriate and any member who elects for such method of payment shall be deemed to have accepted all of the risks inherent therein. The debiting of the Company’s account in respect of the relevant amount shall be evidence of good discharge of the Company’s obligations in respect of any payment made by any such methods.

114. No dividend shall bear interest against the Company.

115. If the Directors so resolve, any dividend which has remained unclaimed for twelve years from the date of its declaration shall be forfeited and cease to remain owing by the Company. The payment by the Directors of any unclaimed dividend or other moneys payable in respect of a share into a separate account shall not constitute the Company a trustee in respect thereof.

ACCOUNTS

116.

(a) The Directors shall cause to be kept proper books of account, whether in the form of documents, electronic form or otherwise, that:

(i) correctly record and explain the transactions of the Company;

(ii) will at any time enable the financial position of the Company to be determined with reasonable accuracy;

(iii) will enable the Directors to ensure that any balance sheet, profit and loss account or income and expenditure account of the Company complies with the requirements of the Acts; and

(iv) will enable the accounts of the Company to be readily and properly audited.

Books of account shall be kept on a continuous and consistent basis and entries therein shall be made in a timely manner and be consistent from year to year. Proper books of account shall not be deemed to be kept if there are not kept such books of account as are necessary to give a true and fair view of the state of the Company’s affairs and to explain its transactions.

The Company may send by post, electronic mail or any other means of electronic communication a summary financial statement to its members or persons nominated by any member. The Company may meet, but shall be under no obligation to meet, any request from any of its members to be sent additional copies of its full report and accounts or summary financial statement or other communications with its members.

(b) The books of account shall be kept at the Office or, subject to the provisions of the Acts, at such other place as the Directors think fit and shall be open at all reasonable times to the inspection of the Directors.

(c) In accordance with the provisions of the Acts, the Directors shall cause to be prepared and to be laid before the annual general meeting of the Company from time to time such profit and loss accounts, balance sheets, group accounts and reports as are required by the Acts to be prepared and laid before such meeting.

(d) If required, a copy of every balance sheet (including every document required by law to be annexed thereto) which is to be laid before the annual general meeting of the Company together with a copy of the Directors’ report and Auditors’ report shall be sent by post, electronic mail or any other means of communication (electronic or otherwise), not less than twenty-one Clear Days before the date of the annual general meeting, to every person entitled under the provisions of the Acts to receive them; provided that in the case of those documents sent by electronic mail or any other means of electronic communication, such documents shall be sent with the consent of the recipient, to the address of the recipient notified to the Company by the recipient for such purposes.

CAPITALISATION OF PROFITS

117. Without prejudice to any powers conferred on the Directors as aforesaid, and subject to the Directors’ authority to issue and allot shares under articles 17(c) and 17(d), the Directors may:

(a) resolve to capitalise an amount standing to the credit of reserves (including a share premium account, capital redemption reserve and profit and loss account), whether or not available for distribution;

(b) appropriate the sum resolved to be capitalised to the shareholders in proportion to the nominal amount of shares held by them respectively and apply that sum on their behalf in or towards paying up in full unissued shares or debentures of a nominal amount equal to that sum, and allot the shares or debentures, credited as fully paid, to the shareholders (or as the Board of may direct) in those proportions, or partly in one way and partly in the other, but the share premium account, the capital redemption reserve and profits that are not available for distribution may, for the purposes of this article 116, only be applied in paying up unissued shares to be allotted to shareholders credited as fully paid;

(c) make any arrangements it thinks fit to resolve a difficulty arising in the distribution of a capitalised reserve and in particular, without limitation, where shares or debentures become distributable in fractions the Board may deal with the fractions as it thinks fit;

(d) authorise a person to enter (on behalf of all the shareholders concerned) into an agreement with the Company providing for the allotment to the shareholders respectively, credited as fully paid, of shares or debentures to which they may be entitled on the capitalisation and any such agreement made under this authority being effective and binding on all those shareholders; and

(e) generally do all acts and things required to give effect to the resolution.

AUDIT

118. Auditors shall be appointed and their duties regulated in accordance with sections 160 to 163 of the Act or any statutory amendment thereof.

NOTICES

119. Any notice to be given, served, sent or delivered pursuant to these articles shall be in writing (whether in electronic form or otherwise but only if the use of such electronic or other communication conforms with relevant legislation and provided further that the electronic means or electronic form has been approved by the Directors).

120. Any notice or document may be served by the Company or by the person entitled to give notice to any shareholder either personally, by facsimile, email or other electronic means or by sending it through the post in a prepaid letter or via a recognised courier service, fees prepaid, addressed to the shareholder at his address as appearing in the Register, or by sending with the consent of the holder to the extent required by law, the same by means of electronic mail or other means of electronic communication approved by the Directors, to the address of the holder notified to the Company by the holder for that purpose (or if not so notified, then to the address of the member last known to the Company). In the case of joint holders of a share, all notices shall be given to that one of the joint holders whose name stands first in the Register in respect of the joint holding, and notice so given shall be sufficient notice to all the joint holders.

121. Any shareholder present, either personally or by proxy, at any meeting of the Company shall for all purposes be deemed to have received due notice of such meeting and, where requisite, of the purposes for which such meeting was convened.

122. Any notice or other document, if served by (a) post, shall be deemed to have been served five (5) days after the time when the letter containing the same is posted, or, (b) facsimile, email or other electronic means shall be deemed to have been served upon production of a report confirming transmission to the recipient or (c) recognised courier service, shall be deemed to have been served 48 hours after the time when the letter containing the same is delivered to

the courier service. In proving service by post or courier service it shall be sufficient to prove that the letter containing the notice or documents was properly addressed and duly posted or delivered to the courier service.

123. Any notice or document delivered or sent by post to or left at the registered address of any shareholder in accordance with the terms of these articles shall notwithstanding that such shareholder be then dead or bankrupt, and whether or not the Company has notice of his death or bankruptcy, be deemed to have been duly served in respect of any share registered in the name of such shareholder as sole or joint holder, unless his name shall at the time of the service of the notice or document, have been removed from the Register as the holder of the share, and such service shall for all purposes be deemed a sufficient service of such notice or document on all persons interested (whether jointly with or as claiming through or under him) in the share.

124. Notice of every general meeting of the Company shall be given to:

(a) all shareholders holding shares with the right to receive notice and who have supplied to the Company an address for the giving of notices to them; and

(b) every person entitled to a share in consequence of the death or bankruptcy of a shareholder, who but for his death or bankruptcy would be entitled to receive notice of the meeting.

125. Subject to applicable law, no other person shall be entitled to receive notices of general meetings.

126. Notwithstanding anything contained in the articles, the Company shall not be obliged to take account of or make any investigations as to the existence of any suspension or curtailment of postal services within or in relation to all or any part of any jurisdiction or other area other than Ireland.

127. Any requirement in these articles for the consent of a member in regard to the receipt by such member of electronic mail or other means of electronic communications approved by the Directors, including the receipt of the Company’s audited accounts and the Directors’ and auditor’s reports thereon, shall be deemed to have been satisfied where the Company has written to the member informing him/her of its intention to use electronic communications for such purposes and the member has not, within four weeks of the issue of such notice, served an objection in writing on the Company to such proposal. Where a member has given, or is deemed to have given, his/her consent to the receipt by such member of electronic mail or other means of electronic communications approved by the Directors, he/she may revoke such consent at any time by requesting the Company to communicate with him/her in documented form provided however that such revocation shall not take effect until five days after written notice of the revocation is received by the Company.

128. If at any time by reason of the suspension or curtailment of postal services in any territory, the Company is unable effectively to convene a general meeting by notices sent through the post, a general meeting may be convened by a public announcement and such notice shall be deemed to have been duly served on all members entitled thereto at noon on the day on which the said public announcement is made. In any such case the Company shall put a full copy of the notice of the general meeting on its website. For purposes of this sub-paragraph (i), “public announcement” shall mean disclosure in a press release reported by a national news service or in a document publicly filed by the Company with the U.S. Securities and Exchange Commission pursuant to Section 13, 14 or 15(d) of the Exchange Act and the rules and regulations promulgated thereunder.

129. Every person who becomes entitled to a share shall before his name is entered in the Register in respect of the share, be bound by any notice in respect of that share which has been duly given to a person from whom he derives his title.

130. The signature (whether electronic signature, an advanced electronic signature or otherwise) to any notice to be given by the Company may be written (in electronic form or otherwise) or printed.

CERTAIN SUBSIDIARIES

131. Notwithstanding any other provision of these articles to the contrary, if the Company is required or entitled to vote at a general meeting of any direct subsidiary of the Company that is organised under the laws of a jurisdiction outside the United States of America, the Directors shall refer the subject matter of the vote to the shareholders of the Company at a general meeting (subject to article 4) and seek authority from the shareholders for the Company’s corporate representative or proxy to vote in favour of the resolution proposed by the subsidiary, unless the subsidiary is or has elected to be disregarded from its owner for United States federal income tax purposes and does not own, directly or indirectly, any subsidiary organised under the laws of a jurisdiction outside the United States of America that is treated as a corporation for United States federal income tax purposes (each such non-United States subsidiary that is not disregarded, or that is disregarded but owns, directly or indirectly, a non-United States subsidiary that is treated as a corporation for such purposes, a “Non-U.S. Regarded Subsidiary”). The Directors shall cause the Company’s corporate representative or proxy to vote the Company’s shares in the Non-U.S. Regarded Subsidiary pro rata to the votes received at the general meeting of the Company, with votes for or against the directing resolution being taken, respectively, as an instruction for the Company’s corporate representative or proxy to vote the appropriate proportion of its shares for and the appropriate proportion of its shares against the resolution proposed by the Non-U S. Regarded Subsidiary, provided, however, that the foregoing shall not apply to any subject matter regarding a U.S. indirect subsidiary of the Company that is required to be voted on by a Non-U.S. Regarded Subsidiary of the Company as the shareholder of such U.S. subsidiary, and shall apply to a vote of the Company as shareholder of a disregarded subsidiary that directly or indirectly owns non-United States subsidiaries treated as corporations for United States federal income tax purposes only if the subject matter of such vote pertains to such non-United States subsidiaries treated as corporations.

132. Notwithstanding article 131, the Directors in their sole and absolute discretion shall require that the bye-laws or articles of association, or similar organisational documents, of each Non-U.S. Regarded Subsidiary, whether currently in existence or organised following the date hereof, shall contain provisions substantially similar to articles 131 and 132. The Company shall enter into agreements with each such Non-U.S. Regarded Subsidiary, as reasonably necessary, to effectuate or implement this article 132.

WINDING UP

133. If the Company shall be wound up and the assets available for distribution among the members as such shall be insufficient to repay the whole of the paid up or credited as paid up share capital, such assets shall be distributed so that, as nearly as may be, the losses shall be borne by the members in proportion to the capital paid up or credited as paid up at the commencement of the winding up on the shares held by them respectively. And if in a winding up the assets available for distribution among the members shall be more than sufficient to repay the whole of the share capital paid up or credited as paid up at the commencement of the winding up, the excess shall be distributed among the members in proportion to the capital at the commencement of the winding up paid up or credited as paid up on the said shares held by them respectively. Notwithstanding the foregoing, this article shall not affect the rights of the holders of shares issued upon special terms and conditions.

134.

(a) In case of a sale by the liquidator under Section 260 of the Act, the liquidator may by the contract of sale agree so as to bind all the members for the allotment to the members directly of the proceeds of sale in proportion to their respective interests in the Company and may further by the contract limit a time at the expiration of which obligations or shares not accepted or required to be sold shall be deemed to have been irrevocably refused and be at the disposal of the Company, but so that nothing herein contained shall be taken to diminish, prejudice or affect the rights of dissenting members conferred by the said Section.

(b) The power of sale of the liquidator shall include a power to sell wholly or partially for debentures, debenture stock, or other obligations of another company, either then already constituted or about to be constituted for the purpose of carrying out the sale.

135. If the Company is wound up, the liquidator, with the sanction of a Special Resolution and any other sanction required by the Acts, may divide among the members in specie or kind the whole or any part of the assets of the Company (whether they shall consist of property of the same kind or not), and, for such purpose, may value any assets and determine how the division shall be carried out as between the members or different classes of members. The liquidator may, with the like sanction, vest the whole or any part of such assets in trustees upon such trusts for the benefit of the contributories as, with the like sanction, he determines, but so that no member shall be compelled to accept any assets upon which there is a liability.

INDEMNITY

136.

(a) Subject to the provisions of and so far as may be admitted by the Acts, every Director and the Secretary of the Company (including his heirs, executors and administrators) shall be entitled to be indemnified by the Company against all costs, charges, losses, expenses and liabilities incurred by him in the execution and discharge of his duties or in relation thereto including any liability incurred by him in defending any proceedings, civil or criminal, which relate to anything done or omitted or alleged to have been done or omitted by him as an officer or employee of the Company and in which judgement is given in his favour (or the proceedings are otherwise disposed of without any finding or admission of any material breach of duty on his part) or in which he is acquitted or in connection with any application under any statute for relief from liability in respect of any such act or omission in which relief is granted to him by the Court.

(b) The Company shall indemnify, except in respect of wilful default or fraud, to the full extent now or hereafter permitted by law, any person (including his heirs, executors and administrators) who is or was a current or former executive of the Company (other than any Directors or Secretary), any person, (including his heirs, executors and administrators) who is or was a current or former executive of a wholly owned subsidiary of the Company, or any person who is serving or has served for, on behalf of, or at the request of the Company, as a director, officer, employee or agent of another company, partnership, joint venture, trust or other enterprise, in each case, other than a wholly owned subsidiary of the Company, or in a fiduciary or other capacity with respect to any employee benefit plan maintained by the Company, who

was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (including, without limitation, an action by or in the right of the Company), against any expense (including attorney’s fees), judgements, fines and amounts paid in settlement actually and reasonably incurred by such person (or his heirs, executors and administrators) in respect thereof. The Company shall advance the expenses of defending any such action, suit or proceeding (including appeals) in accordance with and to the full extent now or hereafter permitted by law. Without limiting the generality or the effect of the foregoing to the full extent now or hereafter permitted by law, the Company may enter into one or more agreements with any person that provide for indemnification greater or different than that provided in this article 136. Any amendment or repeal of this article 136 shall not adversely affect any right or protection existing hereunder immediately prior to such amendment or repeal. The indemnity in this paragraph (b) shall not extend to any matter which would render it void pursuant to the Acts.

(c) The provisions of these articles shall be applicable to all actions, claims, suits or proceedings made or commenced after the adoption of these articles, whether arising from acts or omissions to act occurring before or after such adoption. The provisions of these articles shall be deemed to be a contract between the Company and each person described in this article 136 who serves in such capacity at any time while these articles and the relevant provisions of the law, if any, are in effect, and any repeal or modification thereof shall not affect any rights or obligations then existing with respect to any state of facts or any action, suit or proceeding then or theretofore existing, or any action, suit or proceeding thereafter brought or threatened based in whole or in part on any such state of facts.

(d) If any provision of these articles shall be found to be invalid or limited in application by reason of any law or regulation, it shall not affect any other application of such provision or the validity of the remaining provisions of these articles. The rights of indemnification and advancement of expenses provided in these articles shall neither be exclusive of, nor be deemed in limitation of, any rights to which any such person described in this article 136 may otherwise be entitled or permitted by contract, approved by the Company in general meeting by way of ordinary resolution action of the Board or otherwise, or as a matter of law, both as to actions in his official capacity and actions in any other capacity while holding such office, it being the policy of the Company that indemnification of the specified individuals, except in respect of wilful default or fraud, shall be made to the fullest extent permitted by law.

(e) The Directors shall have power to purchase and maintain for any Director, the Secretary or other employees of the Company or any director, officer, employee or agent of any of its subsidiaries insurance against any such liability as referred to in Section 200 of the Act or otherwise.

(f) The Company may additionally indemnify any employee or agent of the Company or any director, officer, employee or agent of any of its subsidiaries to the fullest extent permitted by law.

INDEMNITY FROM TAX LIABILITY RESULTING FROM ACTS OF SHAREHOLDERS

137. Whenever any law for the time being of any country, state, administrative area or place imposes or purports to impose any immediate or future or possible liability upon the Company to make any payment or empowers any government or taxing authority or government official to require the Company to make any payment in respect of any shares registered in the Register as held either jointly or solely by any shareholder or in respect of

any dividends, bonuses or other monies due or payable or accruing due or that may become due or payable to such shareholder by the Company on or in respect of any shares registered as aforesaid or for or on account of in respect of any shareholder and whether in consequence of:

(a) the death of such shareholder,

(b) the non-payment of any income tax or other tax by such shareholder,

(c) the non-payment of any estate, probate, succession, death, stamp, or other duty by the executor or administrator of such shareholder or by or out of his estate, or

(d) any other act or thing, in every such case (except to the extent that the rights conferred upon holders of any class of shares render the Company liable to make additional payments in respect of sums withheld on account of the foregoing):

(i) the Company shall be fully indemnified by such shareholder or his executor or administrator from all liability;

(ii) the Company shall have a lien upon all dividends and other monies payable in respect of the shares registered in the Register as held either jointly or solely by such shareholder for all monies paid or payable by the Company in respect of such shares or in respect of any dividends or other monies as aforesaid thereon or for or on account or in respect of such shareholder under or in consequence of any such law together with interest thereon (at a rate not exceeding that permissible under applicable law) from the date of payment to the date of repayment and may deduct or set off against such dividends or other monies payable as aforesaid any monies paid or payable by the Company as aforesaid together with interest as aforesaid;

(iii) the Company may recover as a debt due from such shareholder, or his executor or administrator wherever constituted, any monies paid by the Company under or in consequence of any such law and interest thereon at the rate and for the period aforesaid in excess of any dividends or other monies as aforesaid then due or payable by the Company; and

(iv) the Company may, if any such money is paid or payable by it under any such law as aforesaid, refuse to register a transfer of any shares by any such shareholder or his executor or administrator until such money and interest as aforesaid is set off or deducted as aforesaid, or in case the same exceeds the amount of any such dividends or other monies as aforesaid then due or payable by the Company, until such excess is paid to the Company.

Subject to the rights conferred upon the holders of any class of shares, nothing herein contained shall prejudice or affect any right or remedy that any law may confer or purport to confer on the Company and as between the Company and every such shareholder as aforesaid, his personal representative, executor, administrator and estate wheresoever constituted or situate, any right or remedy that such law shall confer or purport to confer on the Company shall be enforceable by the Company.

UNTRACED HOLDERS

138.

(a) The Company shall be entitled to sell at the best price reasonably obtainable any share or stock of a member or any share or stock to which a person is entitled by transmission if and provided that:

(i) for a period of twelve years (not less than three dividends having been declared and paid) no cheque or warrant sent by the Company through the post in a prepaid letter addressed to the member or to the person entitled by transmission to the share or stock at his address on the Register or otherwise the last known address given by the member or the person entitled by transmission to which cheques and warrants are to be sent has been cashed and no communication has been received by the Company from the member or the person entitled by transmission;

(ii) at the expiration of the said period of twelve years the Company has given notice by advertisement in a leading Dublin newspaper and a newspaper circulating in the area in which the address referred to in paragraph (a) of this article is located of its intention to sell such share or stock; and

(iii) the Company has not during the further period of three months after the date of the advertisement and prior to the exercise of the power of sale received any communication from the member or person entitled by transmission.

139. To give effect to any such sale the Company may appoint any person to execute as transferor an instrument of transfer of such share or stock and such instrument of transfer shall be as effective as if it had been executed by the registered holder of or person entitled by transmission to such share or stock. The Company shall account to the member or other person entitled to such share or stock for the net proceeds of such sale by carrying all monies in respect thereof to a separate account which shall be a permanent debt of the Company and the Company shall be deemed to be a debtor and not a trustee in respect thereof for such member or other person. Monies carried to such separate account may either be employed in the business of the Company or invested in such investments (other than shares of the Company or its holding company if any) as the Directors may from time to time think fit.

AMENDMENT OF ARTICLES OF ASSOCIATION

140. Subject to the rights attaching to the various classes of shares, the Company may at any time and from time to time by Special Resolution alter or amend these articles in whole or in part.

Names, addresses and descriptions of subscribers	Number of shares taken by each subscriber
For and on behalf of	Thirty Nine Thousand, Nine Hundred and
United America Indemnity, Ltd.,	Ninety Four Ordinary Shares
Walker House,
87 Mary Street,
George Town,
Grand Cayman,
KY1-9002,
Cayman Islands
For and on behalf of
Larry Allen Frakes	One Ordinary Share
1653 Yardley Court
West Chester, Pennsylvania
19380
United States
For and on behalf of
Thomas Michael McGeehan	One Ordinary Share
572 Saratoga Road
King of Prussia
PA 19406
For and on behalf of
Linda Hohn	One Ordinary Share
153 Gulph Hills Road
Radnor
PA 19087
For and on behalf of
Edward M.Rafter	One Ordinary Share
1 Yearling Chase
Mount Laurel
NJ 08054
For and on behalf of
Troy Santora	One Ordinary Share
Woodbourne Place #7
28 Woodbourne Avenue
Pembroke HM08
Bermuda
For and on behalf of
Caroline M. Tate	One Ordinary Share
813 Judie Lane
Ambler, PA 19002
Dated the 25th day of February 2010

Witness to the above signatures:

Ashley Mayne

Purvis House

Victoria Place

29 Victoria Street

PO Box HM 716

Hamilton HMCX

Bermuda

EX-10.1

Amended and Restated
Institutional Account Agreement

Execution Copy

Date		Account Number(s)
	6-7-13	102-44470
Account Title	Global Indemnity Group, Inc.

This Amended and Restated Institutional Account Agreement (together with any annexes or supplements hereto, this “Agreement”), dated as of June 7, 2013, is by and among Global Indemnity Group, Inc., a Corporation organized under the laws of the State of Delaware (“you” or, as the context requires, “your”), and J.P. Morgan Clearing Corp. (“JPMCC”), J.P. Morgan Securities LLC, JPMorgan Chase Bank, N.A., J.P. Morgan Securities plc, J.P. Morgan Securities (Asia Pacific) Limited, J.P. Morgan Securities Asia Private Limited, J.P. Morgan Securities Australia Limited, J.P. Morgan Securities Japan Co., Ltd., J.P. Morgan Prime Nominees Limited, J.P. Morgan Markets Limited and any other Affiliate thereof notified to you from time to time (JPMCC and such Affiliates, individually and collectively as the context requires, a “JP Morgan Entity,” “JP Morgan,” “us,” “our” or “we”). You and we hereby agree as follows:

1. DEFINITIONS.

As used in this Agreement, the following terms shall have the following meanings:

“Activity” means all transactions (including Clearing Transactions), confirmations, agreements (including this Agreement and Governing Agreements), loans and other extensions of credit, promises of performance, open contractual commitments and guaranties between or among one or more JP Morgan Entities and you, whenever arising.

“Activity Reports” mean written reports of Activities transacted in or for any of your clearance accounts maintained by JP Morgan, including trades or other transactions reported to JP Morgan for clearance or booking, trades executed by a JP Morgan Entity and journal entries processed by JP Morgan.

An “Act of Insolvency” shall occur with respect to you upon the occurrence of any of the following events: (a) you are dissolved (other than pursuant to a consolidation, amalgamation or merger); (b) you become insolvent or are unable to pay your debts or fail, or admit in writing your inability, generally to pay your debts as they become due; (c) you make a general assignment, arrangement or composition with or for the benefit of your creditors; (d) you institute or have instituted against you a proceeding seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency law or other similar law affecting creditors’ rights, or a petition is presented for your winding-up or liquidation, and, in the case of any such proceeding or petition instituted or presented against you, such proceeding or petition (i) results in a judgment of insolvency or bankruptcy or the entry of an order for relief or the making of an order for your winding-up or liquidation or (ii) is not dismissed, discharged, stayed or restrained in each case within 30 days of the institution or presentation thereof; (e) you have a resolution passed for your winding-up, official management or liquidation (other than pursuant to a consolidation, amalgamation or merger); (f) you seek or become subject to the appointment of an administrator, provisional liquidator, conservator, receiver, trustee, custodian or other similar official for you or for all or substantially all your assets; (g) a secured party takes possession of all or substantially all your assets or has a distress, execution, attachment, sequestration or other legal process levied, enforced or sued on or against all or substantially all your assets and such secured party maintains possession, or any such process is not

For JP Morgan Use Only (10-01-2012) Form # 0000

o 000 SEC Disc    o 000 W-9    o 000 IAA

dismissed, discharged, stayed or restrained; (h) you cause or are subject to any event with respect to you which under the applicable laws of any jurisdiction, has an analogous effect to any of the events specified in clauses (a) through (g); or (i) you take any action in furtherance of, or indicating your consent to, approval of, or acquiescence in, any of the foregoing acts.

“Affiliate” (when used with respect to a JP Morgan Entity) shall include each trust, limited liability company, corporation, partnership and any other entity that is owned directly or indirectly by one or more of the JP Morgan Entities listed on the signature page hereof, or which is controlled by or under common control with any such JP Morgan Entity, whether such entity exists as of the date hereof or is hereafter created or acquired.

“Applicable Laws” means all US (federal and state) and, where applicable, non-US, laws, rules and regulations, and the applicable provisions of the constitution or rules of the exchange, market, clearing system or Depository where any of your Activities are executed, cleared or settled and of governing regulatory and self regulatory organizations, as the same may apply to any Activity, in each case as in effect from time to time, including, ERISA, the prohibited transaction provisions of the Internal Revenue Code, and the regulations of the U.S. Department of Labor.

“Authorized Person” is defined in Section 10A hereof.

“Authorized User” is defined in Section 24C hereof.

“Bulk Input Instructions” means instructions in respect of your Activities in the form of bulk input computer data delivered to JP Morgan by messenger or transmitted to JP Morgan via such transmission mechanism as the parties shall agree upon from time to time.

“Clearing Obligation” means each and every obligation of any JP Morgan Entity to you and of you to any JP Morgan Entity in connection with any Clearing Transaction, or its acceleration, cancellation, termination or liquidation, whenever arising and whether fixed, liquidated, un-liquidated, matured, unmatured or contingent

“Clearing Transactions” means all actions, agreements, promises of performance and transactions relating to the execution, clearance, settlement of transactions in or the maintenance of accounts for the purpose of carrying, custodying or financing positions in, securities, loans (including whole mortgage loans and bank debt), currencies, commodities or derivatives, in each case, for you by any JP Morgan Entity and all transactions in which any JP Morgan Entity provides clearing, fixed income clearing, custody or settlement services to or for you (including as prime broker in connection with prime broker transactions or fixed income clearing transactions, or in connection with any give-up, free delivery or unsettled transaction, or when acting as a clearance and/or settlement agent in any clearing system, market, or exchange, domestic or international) or transactions in, or the custody of, cash made in connection with, or in contemplation of, any of the foregoing.

“Code” means the United States Bankruptcy Code as in effect from time to time.

“Costs” is defined in Section 14B hereof.

“Content” means any research reports or materials, market data (including any valuations of securities or other investments), news, documents and other information, reports, analytics, calculators, or data whether provided through Electronic Tools or otherwise.

“Court” is defined in Section 20B hereof.

“Default” is defined in Section 6 hereof.

“Default Costs” is defined in Section 7 hereof.

“Depository” means a clearing organization; settlement or netting system customarily used to clear or net transactions; book entry system participant or entity that JP Morgan employs based upon customary

Prepared by BP for MM from

Standard Form IAA 2012-10-01

2

market practice, such as the Federal Reserve Bank or any participant in the Federal Reserve book-entry system, The Depository Trust & Clearing Corporation, Euroclear, Clearstream, Sicovam, the Mortgage- Backed Securities Division or the Government Securities Division of the Fixed Income Clearing Corporation and any other similar organization.

“Electronic Tool” means any software, system, electronic functionality or service, including interactive devices, internet capability, functionality, site or service hardware, device or communications facility.

“Electronic and/or Extra Services” is defined in Section 24A hereof.

“English Law Master Agreement” means any Governing Agreement between you and a JP Morgan Entity that contains close-out and netting provisions, is governed by English law and is entitled to the benefits of a netting opinion.

“ERISA” means the Employee Retirement Income Security Act of 1974, as amended.

“Excluded Assets” means (a) your account numbered 113-40705-13 maintained for you in your name by JPMorgan Chase Bank, N.A., any sub-account(s) thereof and any replacement or successor accounts) thereto; (b) all property now or hereafter credited to or held in such account(s) and (c) all Proceeds of or distributions on any of the foregoing.

“Extraordinary Event” is defined in Section 27F hereof.

“FDICIA” means the Federal Deposit Insurance Corporation Improvement Act of 1991. The following terms used in this Agreement shall have the same meanings herein as set forth in Title IV of FDICIA: “netting contract,” “covered contractual payment entitlement” and “covered contractual payment obligation.”

“FINRA” means the Financial Industry Regulatory Authority.

“Governing Agreement” means any agreement, excluding this Agreement, between you and one or more JP Morgan Entities with respect to a particular Activity or any Electronic and/or Extra Service that is executed before, on, or after the date of this Agreement.

“Guarantor” means a party who has guaranteed any of your Obligations.

“Internal Revenue Code” means the Internal Revenue Code of 1986, as amended.

“Investment Advisor” is defined in Section 10B hereof.

“JP Morgan Persons” is defined in Section 24G hereof,

“Margin” is defined in Section 3A hereof.

“Master Repurchase Agreement” means any master repurchase agreement executed between you and a JP Morgan Entity.

“NYSE” means the New York Stock Exchange, L.L.C.

“NYUCC” means the Uniform Commercial Code as adopted in the State of New York as in effect from time to time. The following terms used in this Agreement shall have the same meanings herein as set forth in the NYUCC: “Commodity Account,” “Commodity Contract,” “Commodity Intermediary,” “Entitlement Order,” “Financial Asset,” “Instrument,” “Investment Property,” “Proceeds,” “Securities,” “Securities Account,” “Security Entitlement,” and “Securities Intermediary.”

“Obligation” means, (a) as the context requires each of your obligations or liabilities to a JP Morgan Entity and of a JP Morgan Entity to you, including (i) a requirement to make a margin payment or settlement payment or to maintain Margin; (ii) any Clearing Obligation; (iii) any requirement hereunder or with respect to an Activity; and (iv) any “debt” as defined in the Code; and (b) any

Prepared by BP for MM from

Standard Form IAA 2012-10-01

3

obligation or requirement you have to liquidate or otherwise reduce a position, account or Activity, or to pay or perform under a guarantee or indemnity; in each case, whether or not payment or performance is due, including with respect to its acceleration, cancellation, termination or liquidation, whenever arising and whether fixed, matured, unmatured, liquidated, unliquidated or contingent.

“Prime Rate” means the highest prime rate of U.S. money center commercial banks as published in the Wall Street Journal.

“provisional remedy” is defined in Section 21B hereof.

“Remote Clearance Instructions” means instructions in respect of your Activities that are input via a remote terminal that is located on your premises and received by JP Morgan via an electronic link (directly or indirectly through J.P. Morgan Clearing Corp.).

“Relevant Counterparties” means, in respect of a Clearing Transaction, or a trade giving rise to a Clearing Transaction, the broker or dealer who executed such trade or transaction, the purchaser, seller, lender or borrower, as applicable, with whom such trade was conducted, any broker or dealer clearing for any of the foregoing, and any Depository involved in such trade or transaction.

“Service Fees” is defined in Section 8 hereof.

“Short Sale Charges” is defined in Section 8 hereof.

“Source” is defined in Section 24A hereof.

“Trading System” means any device, software, network or system used by or for you or with which you communicate for the purpose of entering, facilitating or routing orders or trading.

“UCC” is defined in Section 4B(m) hereof.

“Used” is defined in Section 17 hereof.

“User Code” means any digital certificate, identifier, user name or password that may be required to access or use or communicate with or through some or all Trading Systems or Electronic Tools.

2. GENERAL OBLIGATIONS. You shall pay and perform all of your Obligations in accordance with their terms, including in connection with any acceleration thereof. The parties shall conduct all Activities in accordance with Applicable Laws.

3. SECURITY INTEREST AND LIEN.

A. Grant of Security Interest. You grant to each JP Morgan Entity a continuing security interest in and lien upon and assign to each JP Morgan Entity all of your rights, title and interests to: (a) any account maintained for you by or with any JP Morgan Entity; (b) all property now or hereafter credited to or held in any such account or otherwise held, or carried by or through, or subject to the control of any JP Morgan Entity or agent thereof, including all margin, Securities, Securities Accounts, monies, Commodity Contracts, Commodity Accounts and Investment Property (including all Financial Assets and Instruments) whether fully paid or otherwise; (c) all rights you have in any Obligation of any JP Morgan Entity, all rights you have in or to any Activity, and all rights you have in any unsettled transactions; and (d) all Proceeds of or distributions on any of the foregoing (collectively, clauses (a) through (d), other than the Excluded Assets, “Margin”), as security and margin for the payment and performance of each of your Obligations to each JP Morgan Entity; provided, however, that with respect to any English Law Master Agreement, JP Morgan’s security interest shall be subject to any netting, offset and recoupment rights under the English Law Master Agreement. The description of any property that is Margin contained in any Activity is incorporated into this Agreement as if fully set forth herein and constitutes Margin hereunder. Each item of property, including Investment Property, a Security, a general intangible, contract rights, an Instrument and cash, held in or credited to any Securities Account at a Securities Intermediary shall be treated as a Financial Asset.

Prepared by BP for MM from

Standard Form IAA 2012-10-01

4

B. Margin for All Your Obligations. Notwithstanding any provision to the contrary contained in any Governing Agreement, all Margin pledged by you to a JP Morgan Entity, whether under this Agreement, any Governing Agreement or any Activity, shall be and shall constitute, to the fullest extent of any rights you have in such assets, Margin pledged by you under and in connection with this Agreement, each Governing Agreement and each Activity, to margin and secure your Obligations under this Agreement, each Governing Agreement and each Activity, and each Governing Agreement and each Activity, whenever entered into, shall be deemed amended accordingly. Each JP Morgan Entity shall, without your further consent, comply with any orders or instructions of each other JP Morgan Entity with respect to Margin, including (a) any Entitlement Orders or other instructions, including to transfer to a JP Morgan Entity or other person or to redeem any Margin, and (b) if the JP Morgan Entity is a Commodity Intermediary, any instructions to such JP Morgan Entity to apply any value distributed on account of a Commodity Contract as directed by each other JP Morgan Entity. All Margin is held as Margin by each JP Morgan Entity both for itself as a secured party and as agent and bailee of each other JP Morgan Entity, and each JP Morgan Entity acknowledges that it is so acting and that it is on notice of the security interest you have granted to each other JP Morgan Entity.

C. Certain Rights with Respect to Margin. Each JP Morgan Entity is authorized, at any time and without notice to you, to use, credit, apply or transfer Margin within such JP Morgan Entity and/or to any other JP Morgan Entity to which you have an Obligation (including under a Master Repurchase Agreement, in which event such transferred Margin shall become Additional Purchased Securities or Margin Securities, as the case may be, as defined in the applicable Master Repurchase Agreement). Each JP Morgan Entity has the right to not comply with (a) any Entitlement Order or other instruction originated by you or a third party that would require a JP Morgan Entity to make a delivery of Margin to you or any other person and (b) any instruction from you to apply any value on account of any Commodity Contract (whether such value is distributable or not), in each case to the extent that delivery of such Margin contradicts an instruction received from a JP Morgan Entity or would result in any of your Activities or Obligations being collateralized in an amount less than the amount required by Applicable Laws, any applicable Governing Agreement or this Agreement. You agree that the actions of a JP Morgan Entity in not complying with your instructions as allowed in this Section 3C does not violate any duties a JP Morgan Entity may have as a Securities Intermediary or Commodity Intermediary.

D. Covenants in Respect of Margin; Power of Attorney. You covenant that with respect to Margin and the delivery of Margin, you will take such reasonable action as is reasonably necessary to cooperate with JP Morgan to perfect or preserve its first priority security interest, legal or equitable charge or other mortgage or assignment in the Margin. You irrevocably appoint each JP Morgan Entity to be your attorney-in-fact and your agent (with full powers of substitution and delegation) to: (a) act in your name and on your behalf and as your act and deed or otherwise under a power coupled with an interest to do any act whatsoever required to be done under this Agreement as fully as you may do personally, including actions required to execute, sign, seal, deliver, lodge and file any documents which such JP Morgan Entity may require for perfecting or preserving its first priority security interest, legal or equitable charge or other mortgage or assignment in the Margin, including financing statements or register notations and (b) do all such acts and things as may be required for the full exercise of the powers conferred, including upon the occurrence of a Default, executing and filing such documents as are appropriate to effect any sale, lease, liquidation, disposition, realization, receipt of such Margin, vesting the Margin in the JP Morgan Entity or the enforcement of any of the JP Morgan Entity’s rights hereunder. You covenant that on request, you will ratify and confirm any deed, document, act and thing and all transactions that any such attorney-in-fact or agent may do which falls under the scope of the foregoing power of attorney.

E. Release of Excess Margin. JP Morgan shall comply with your written request to release Margin to you or to a third party, to the extent that after giving effect to such release, (i) you are in compliance with all of your Activities and agreements with JP Morgan and (ii) after such release, all of

Prepared by BP for MM from

Standard Form IAA 2012-10-01

5

your Activities and Obligations will be collateralized in an amount not less than the amount required by Applicable Laws any applicable Governing Agreement and this Agreement Margin available for release shall be reduced by the amount of any outstanding margin calls under any Activity.

4. REPRESENTATIONS, WARRANTIES AND COVENANTS.

A. Representations and Covenants of Each Party.

Each party represents and warrants that:

(a) it is authorized to enter into this Agreement and each Activity and to perform its respective Obligations;

(b) the Agreement is legal, valid, binding and enforceable against it, except as enforceability may be limited by bankruptcy, moratorium on payment of debt or other laws affecting the rights of creditors generally; and

(c) the person who is executing this Agreement on its behalf is duly authorized to sign this Agreement in its name.

Each party covenants that at the time it enters into any Activity, it will be authorized to enter into such Activity and to perform its respective Obligations thereunder.

B. Your Representations and Covenants.

You represent, warrant and covenant that;

(a) you will engage in all Activities as principal, and accordingly, you will determine the appropriateness for you of such Activities and address any legal, tax or accounting considerations applicable to you;

(b) your transactions with JP Morgan are conducted with your own money and assets (other than your use of funds borrowed from JP Morgan) and for your own account;

(c) you are and will be: (i) knowledgeable of and experienced in the risks of entering into the Activities in which you engage; (ii) capable of evaluating the merits and risks of such Activities; (iii) able to bear the economic risks of such Activities, and (iv) solely responsible for monitoring compliance with your own internal restrictions and procedures governing investments, trading limits and manner of authorizing investments, and Laws and regulations affecting your power, authority or ability to trade, invest or engage in Activities;

(d) [Reserved]

(e) unless JP Morgan has expressly agreed otherwise in a written agreement under which JP Morgan receives compensation specifically identified as consideration for acting in such capacity or providing such advice, (i) JP Morgan is not your fiduciary or adviser; (ii) no advice furnished by JP Morgan shall form a primary basis for any of your decisions; (iii) no amounts paid by you to JP Morgan shall be attributable to any advice provided by JP Morgan; and (iv) you will not rely on JP Morgan taking any action with respect to any account, position or Activity, including advising you of any rights you may have or of the expiration of any periods for taking any action on any matter;

(f) before depositing in any of your accounts, tendering as Margin or instructing JP Morgan to sell any securities that are (i) “restricted securities” or securities of an issuer of which you are an “affiliate” (as those terms are defined in Rule 144 under the Securities Act of 1933); or (ii) securities that are to be sold in reliance on Rule 701 and/or Rule 145(d) under such Act; or (iii) securities of an issuer of which you and any third party, including the issuer or their underwriter, have entered into an agreement restricting the transferability of such securities, you will (w) advise JP Morgan of the status of such securities, (x) obtain clearance from JP Morgan with regard to the salability of such securities, (y) promptly furnish whatever information and documents (including opinions of legal counsel) that JP Morgan may reasonably request and (z) not sell, pledge, assign or transfer such securities, unless you first provide any such required or requested documents;

Prepared by BP for MM from

Standard Form IAA 2012-10-01

6

(g) you will neither use the name of JP Morgan nor make any disclosure with respect to our relationship with you, except as required by Applicable Law, including in any disclosure document, solicitation, marketing or advertising material or any filing or news release, without our prior written consent provided, however, that you may, use the name of the JP Morgan Entity that is acting as your prime broker in your disclosure document, solicitation, marketing or advertising materials or in any other document if your only use of such JP Morgan Entity’s name is to reference that it is acting as your prime broker;

(h) unless you advise us to the contrary in writing, at all times, none of your assets constitute, directly or indirectly, plan assets subject to the fiduciary responsibility and prohibited transaction sections of ERISA, the prohibited transaction provisions of the Internal Revenue Code or any federal, state, local or non-U.S. law that is similar to the prohibited transaction provisions of Section 406 of ERISA or Section 4975 of the Internal Revenue Code;

(i) you will notify JP Morgan in writing prior to any of your assets becoming subject to the fiduciary responsibility and prohibited transaction sections of ERISA, the prohibited transaction provisions of the Internal Revenue Code or any federal, state, local or non-U.S. law that is similar to the prohibited transaction provisions of Section 406 of ERISA or Section 4975 of the Internal Revenue Code and, upon JP Morgan’s request, you will immediately terminate any or all Activities prior to your assets becoming subject to such laws;

(j) you have the right to pledge and assign to JP Morgan all Margin pledged and assigned hereunder;

(k) the Margin is and at all times will be free and clear of any liens, claims and encumbrances, except in favor of a JP Morgan Entity, and you will not take any action that would impair a JP Morgan Entity’s first priority, perfected security interest in the Margin;

(l) you will cause the Margin to be subject at all times to a first priority perfected security interest in favor of JP Morgan enforceable in accordance with terms hereof, including if required by Applicable Laws or requested by JP Morgan, promptly noting in your register of mortgages and charges or similar register, the security interest created by this Agreement over your property; and

(m) upon your delivery of Margin, the filing of any financing statements required by the Uniform Commercial Code as in effect in the applicable jurisdictions (“UCC”) and such other filings, registrations, licenses, recordings or consents which have been made or obtained, this Agreement will create, as security for your Obligations, a valid and perfected, first priority security interest in all Margin pledged by you to secure any and all Obligations and no further filings, registrations, licenses, recordings or consents of or with any governmental body, agency or official are necessary to create, preserve or perfect such first priority security interest in all such Margin.

C. Deemed Repeated.

You will be deemed to have repeated each representation, warranty and covenant contained in Section 4B at the time of entering into each Activity and on each day on which an Obligation is in existence and at the time of any transfer to or from you of Margin.

5. EXTENSIONS OF CREDIT; MARGIN.

A. Extensions of Credit. We may from time to time lend you funds or securities or otherwise extend you credit. Unless otherwise expressly agreed in writing, debit balances, other extensions of credit and loans are repayable upon demand in accordance with Section 5D.

Prepared by BP for MM from

Standard Form IAA 2012-10-01

7

B. JP Morgan’s Margin Requirements. Upon receipt of notice from JP Morgan, which may be given orally, you shall transfer in accordance with Section 5D to JP Morgan such Margin or additional Margin as JP Morgan may require in connection with any Activity, in each case subject to the time requirements by which demands for Margin must be satisfied, and the amount of Margin required under, any Governing Agreement, a confirmation of such Activity or relevant supplement.

C. Value and Amount of Margin. The market value of Margin shall be determined by JP Morgan for purposes of determining whether or not Margin is required in connection with an Activity. Notwithstanding any provision to the contrary contained in this Agreement or any Governing Agreement, you shall be required to maintain Margin hereunder and with respect to each Governing Agreement and Activity in an amount not less than the amount required by Applicable Laws. Unless otherwise agreed in writing to the contrary, JP Morgan may decline to accept any property as Margin or to ascribe value to any unsettled or open position in your account. Unless otherwise agreed in writing, compliance with requirements for Margin for each Activity may be determined by JP Morgan without regard to any other Activity, notwithstanding industry custom or past practices, and notwithstanding that all Margin is pledged as security for all of your Obligations.

D. Transfer Timing. Unless otherwise agreed to in writing to the contrary and subject to the provisions of any Governing Agreement, you shall comply with any request by a JP Morgan Entity for (A) the repayment of a loan or extension of credit or (B) the provision of Margin or other deposit or collateral by no later than (I) the close of business on any business day on which you have received such request, if you have received such request by 11:00 a.m. on such business day, or (II) 10:00 a.m. on the business day occurring after the business day you have received such request, if you have received such request after 11:00 a.m.

6. DEFAULT. Each of the matters provided for in clauses (a) through (f) below shall constitute and be referred to as a “Default”: (a) an Act of insolvency occurs in respect of you; (b) you breach, repudiate or default (however denominated) under or in connection with any Obligation, this Agreement, any Governing Agreement or Activity, provided, that in respect of a default of an Activity governed by a Governing Agreement, the applicable JP Morgan Entity has declared you in default (however denominated) under the relevant Governing Agreement or Activity, taking into account cure periods or notice requirements, if any, that may apply under such Governing Agreement or Activity, or you fail, or make an oral or written statement that you are or will be unable, to meet a margin call or other demand for Margin when due; (c) [Reserved]; (d) any of your representations or warranties made in connection with any Obligation, this Agreement, any Governing Agreement or Activity shall have been untrue in any material respect, either when made or when deemed repeated; (e) a Guarantor fails to perform under its guarantee, or an event that would be a Default if it occurred with respect to you occurs (i) with respect to a Guarantor, or (ii) if you are a partnership or other similar entity (including a limited partnership), with respect to your general partner; or (f) if, after a request (which may be given orally) by JP Morgan for adequate assurances of future performance made as a result of a change, or reports of a change, in your circumstances that JP Morgan reasonably believes, in good faith, affects your ability to perform your Obligations or to conduct business in your ordinary course, you fail to provide JP Morgan with such adequate assurances within 72 hours of such request.

7. REMEDIES. If a Default occurs, then, without notice and notwithstanding any notice, termination or cure provisions of any applicable Governing Agreement or Activity, each and any JP Morgan Entity, at its option, may:

(a) determine you to be in default (however denominated) of any or all Activities with any or all JP Morgan Entities;

Prepared by BP for MM from

Standard Form IAA 2012-10-01

8

(b) in whole or in part, accelerate, cancel, terminate, liquidate or otherwise close out this Agreement, any Governing Agreement or Activity with you in accordance with the terms of this Agreement or such Governing Agreement or Activity;

(c) retain any Margin, set-off, net, and/or recoup a JP Morgan Entity’s Obligations to you against any of your Obligations to any JP Morgan Entity, and your Obligations to a JP Morgan Entity shall be deemed performed and discharged to the extent any JP Morgan Entity has effected a valid and unavoidable set-off, netting or recoupment, and you expressly waive any requirement of mutuality to allow one JP Morgan Entity to set off, net or recoup any Obligation owed by you to a JP Morgan Entity against any Obligation of a different JP Morgan Entity to you (and you agree that the JP Morgan Entities may reconcile any such set off, netting or recoupment as they determine);

(d) calculate any Obligation due to you by first deducting any Obligation that you owe to any JP Morgan Entity before determining the final amount of any such Obligation;

(e) foreclose, collect, sell or otherwise liquidate any or all Margin a JP Morgan Entity selects, in any order and at any time, and apply the Proceeds thereof to satisfy any of your Obligations to it or any other JP Morgan Entity;

(f) buy any and all property that may have been sold short;

(g) in each JP Morgan Entity’s discretion, convert at your expense any Obligation from one currency into another currency at such rates as JP Morgan shall determine; and

(h) take any other action permitted by law or in equity or by any Activity to protect, preserve or enforce JP Morgan’s rights or to reduce any risk to JP Morgan of loss or delay, including entering into hedging transactions for your account and risk.

You agree that JP Morgan has no obligation to liquidate any Margin in any particular manner. At any sale of Margin or other sale or purchase permitted hereunder or otherwise, each JP Morgan Entity may sell or purchase to or from itself or third parties; and the parties acknowledge and agree that the Securities subject to such sale or purchase are traded in a recognized market. You shall be liable to the extent permitted by law for interest on any amount not paid when due for the period from the due date thereof to the date of payment at a rate equal to the higher of (i) the Prime Rate in effect from time to time and (ii) the highest rate applicable to any defaulted Activity, plus in either case two percentage points. You shall be liable to and shall pay such JP Morgan Entity for: (x) the amount of all reasonable legal or other expenses incurred by such JP Morgan Entity in connection with or as a result of a Default, (y) damages in an amount equal to the loss or cost (including all fees, expenses and commissions) of entering into replacement transactions and entering into or terminating hedge transactions, including for your account and risk, in connection with or as a result of a Default, and (z) any other loss, damage, cost or expense arising or resulting from the occurrence of a Default in respect of any Activity (collectively, (x), (y) and (z), “Default Costs”). Our rights and remedies hereunder are cumulative and are in addition to any other rights and remedies available at law or in equity. JP Morgan agrees that it will attempt to provide you notice, market conditions permitting, in respect of an Exercise of Remedies.

8. FEES AND CHARGES; ACCOUNT RELATED COSTS. JP Morgan may charge commissions and other fees in respect of Clearing Transactions, custody or any other services furnished to you (collectively, “Service Fees”), and you shall pay such Service Fees at JP Morgan’s then-prevailing rates unless otherwise agreed in writing. Unless otherwise agreed with you in writing, such Service Fees may be changed from time to time, upon prior written notice. With respect to any short sale transactions in securities that are or become hard-to-borrow, your account also may be charged an amount equal to the sum of (a) the costs and expenses incurred by JP Morgan and (b) a Service Fee in connection with the establishment and/or maintenance of your short positions in that security (together, “Short Sale Charges”). A security is or becomes hard-to-borrow when increased short selling in that security in the market causes an increase in demand to borrow the security, which in turn causes an increase in the cost

Prepared by BP for MM from

Standard Form IAA 2012-10-01

9

and expense to JP Morgan in establishing and/or maintaining a short position in such security for your account. Short Sale Charges may be disclosed to you at the time a short position is established or may be imposed or increased from time to time in light of changing market conditions, with notice to you (which in certain instances may not be prior notice) and you agree to pay such Short Sale Charges at JP Morgan’s then-prevailing rates. JP Morgan reserves the right to impose minimum Service Fees on inactive accounts. Out-of-pocket expenses incurred by JP Morgan in the performance of its services hereunder and all other charges and disbursements incurred or made by JP Morgan in connection with your Activities shall be paid by you. You will pay any applicable value added tax and such other taxes, duties and fees as are applicable to Activities entered into by you. If you are required by law to make any deduction or withholding from any payment due under any Activity or hereunder, you shall pay to us simultaneously with making such payment an additional amount as may be necessary in order for the total amount received by us after all deductions and withholdings to be equal to the amount which we would have received had no deduction or withholding been made. Any and all taxes, including any interest and penalties with respect thereto, which may be levied or assessed under present or future laws upon or in respect to your accounts, Activities or upon or in respect of income thereof shall be paid by you provided however, that no such additional amounts shall be paid with respect to taxes imposed on or measured by JP Morgan’s net income. All such Service Fees, charges, expenses, disbursements and taxes as described above may be deducted by JP Morgan from your accounts.

9. ACTIVITY REPORTS; CONFIRMATIONS; ACCOUNT STATEMENTS; PRICING.

A. Conclusiveness of Activity Reports. Activity Reports and other confirmations of transactions that have been made available or provided to you by JP Morgan, electronically or otherwise, by 10:00 a.m. on the business day immediately following a trade date shall be conclusive if not objected to by 2:00 p.m. on that day. Activity Reports that have been made available to you after 10:00 a.m. on the business day immediately following a trade date shall be conclusive if not objected to within four hours thereafter. Information relating to such Activities that is contained in confirmations and account statements, to the extent not included in such Activity Reports, shall be conclusive if not objected to in writing within three days (in the case of confirmations) and ten days (in the case of account statements), after transmission to you by mail or otherwise.

B. Estimated Price or Indicative Valuation.

(a) In providing you with an estimated price or indicative valuation, JP Morgan is not undertaking to render investment advice, manage money or act as a fiduciary with respect to your accounts or any of your managed or fiduciary accounts. Providing you with an estimated price or indicative valuation at your request does not constitute a bid by JP Morgan for any security or derivatives transaction. We expressly disclaim any responsibility for (and you agree to hold us harmless for any loss in respect of) any use to which you put an estimated price or indicative valuation and, by accepting it, you hereby agree that you will not provide it (or any part thereof) to any third parties without our prior written consent In addition, the estimated price or indicative valuation should not be your primary basis for determining the value of any security or derivatives transaction or in making any investment decision. It should only be used by you in conjunction with information obtained from other sources, including other pricing estimates and indicative valuations. It should not serve as your primary basis, and you will not state in any marketing or sales material that it serves as your primary basis, for determining the official or estimated net asset value of a hedge fund, mutual fund or other collective investment vehicle;

(b) The estimated price or indicative valuation represents the good faith estimate of JP Morgan, at the time the estimated price or indicative valuation was determined, of the value of a security or derivatives transaction between estimated bid and offer levels (the spread between which may be significant), given a stable market and a reasonable time for marketing. A market for the securities and

Prepared by BP for MM from

Standard Form IAA 2012-10-01

10

derivatives transactions for which you have received an estimated price or indicative valuation may not exist, and a sale in an adverse market, or a distressed or forced sale, could result in proceeds that are far less than the estimated price or indicative valuation provided;

(c) The estimated price or indicative valuation may be based on one or all of a number of factors or assumptions, including general interest rate and market conditions; macroeconomic and deal-specific credit fundamentals; valuations of securities or derivatives transactions which may be comparable in terms of rating, structure, maturity and/or covenant protection; cash flow projections (which are also based on assumptions about certain parameters that include, but are not limited to, default, prepayment, recovery and reinvestment rates); information JP Morgan believes to be reasonable and accurate but which may no longer be current (including, for example, collateral manager or trustee reports); and proprietary models used by JP Morgan which may change from time to time and vary from the assumptions and models used by other persons. In addition, it may be generated by a different, more automated and possibly less complex or current process than that used for, making margin calls in connection with repurchase, reverse repurchase or securities lending transactions, trading or other internal purposes of JP Morgan; and

(d) The estimated price or indicative valuation may not take into account position size, market volatility or other conditions, the risk of counterparty default or liquidity. It may differ significantly from prices at which securities or derivatives transactions could be or could have been purchased or sold in any market or to or from any person or the prices at which JP Morgan or any other person would be willing to enter into, terminate, unwind or assign the relevant derivatives transactions. It has not been confirmed by actual trades and may vary from the value JP Morgan or any another person assigns to such security or derivatives transaction while in its inventory, in your account or in connection with repurchase and reverse repurchase or securities lending transactions. The disclaimers contained in this Section 9B are in addition to those contained in any JP Morgan Access Agreement, Customer Agreement, Account Agreement or other similar agreement and/or Electronic Services Agreement to which you are a party.

10. AUTHORIZED PERSONS; INSTRUCTIONS.

A. JP Morgan is Authorized to Act on Instructions. JP Morgan is authorized to act upon any instructions, oral or written or delivered electronically or by facsimile, central processing unit connection, on-line terminal, magnetic tape, Remote Clearance Instructions or Bulk Input Instructions, reasonably believed by JP Morgan to have been given by a person (including officers, directors, employees or Investment Advisors acting for you) whom JP Morgan reasonably believes has been authorized by you to give such instructions (each, an “Authorized Person”). JP Morgan shall not be liable for acting in accordance with any such instruction; JP Morgan has no duty to make any inquiry as to such Authorized Person’s actual authority. You are obligated to and will perform all your Obligations to, and Activities entered into with, JP Morgan based upon instructions from an Authorized Person.

B. Investment Advisor. In the event that you retain an investment advisor, manager or other agent (“Investment Advisor”) to act for you, you agree and acknowledge that (a) such Investment Advisor, and not JP Morgan, is responsible for making or recommending investments; (b) JP Morgan does not select, endorse or recommend any Investment Advisor; and (c) JP Morgan shall have no liability for acting in accordance with the instructions of such Investment Advisor.

C. Investment Restrictions. JP Morgan does not monitor or control whether investments selected by you or your Investment Advisor are consistent with or suitable to effect any investment program or strategy including any you may have agreed on with such Investment Advisor, any private placement memorandum or similar document, any statement to regulators, investors or lenders, or laws and regulations affecting your ability to trade and invest

Prepared by BP for MM from

Standard Form IAA 2012-10-01

11

D. Statute of Frauds. The parties waive any and all defenses that any instruction for your account was not in writing as may be required by the statute of frauds or any similar law, rule or regulation.

11. CLEARING TRANSACTIONS.

A. Delivery of Trade Details; Risk; Settlement Payment. When JP Morgan engages in Clearing Transactions for you: (a) you will furnish trade details in accordance with JP Morgan’s requirements as to content, manner and timeliness of delivery, as may be established from time to time; (b) written instructions to you from JP Morgan shall include transmissions by or through facsimile transmission or delivered electronically (using the facsimile number or email address listed in our records), central processing unit connection, on-line terminal, magnetic tape, Remote Clearance Instructions and Bulk Input Instructions; (c) you shall bear all the risks and costs related to each Clearing Transaction, including non-performance by any Relevant Counterparty; (d) unless JP Morgan extends credit to you, no later than the time at which JP Morgan becomes obligated to a Relevant Counterparty, you will provide JP Morgan, and be responsible for, the settlement payment (including the necessary securities) to enable JP Morgan to process, clear and settle the delivery of the securities and cash related to such Clearing Transaction, and any cash or securities necessary to meet a demand for margin made by any Relevant Counterparty. If either you or any Relevant Counterparty fails for any reason to settle the transaction and/or return any free delivery within a reasonable period of time, as determined by JP Morgan, you will be solely liable to JP Morgan for any and all loss, expenses or fail costs in connection therewith. JP Morgan shall have no liability whatsoever to you in any such circumstance. Nothing contained herein shall be construed as imposing liability on any JP Morgan Entity as a principal party in connection with any Clearing Transaction in which it is acting as agent and you shall not, under any circumstance, represent to any third party broker or dealer or any other entity that any JP Morgan Entity acts as a guarantor of any such Clearing Transaction.

B. Ability to Complete Transactions. You will execute only bona-fide orders. If required for settlement, you will request a free delivery of cash or securities only when you have reasonable grounds to believe that the contra-party and the entity that executed your order have the financial capability to complete the contemplated transaction.

C. Clearing Procedures and Timing. JP Morgan will attempt to clear Clearing Transactions within a reasonable period as determined by the circumstances, and utilize the same procedures and standards it utilizes when clearing transactions on behalf of other customers.

12. SHORT AND LONG SALES

A. Short Sales. Where required by Applicable Laws, in placing a sell order in any equity security with, or reporting a sell order to, JP Morgan for a short account, you shall designate the order as “short.” Your reporting of a sell order as “short” shall constitute your representation that, if your order was executed by a broker other than JP Morgan, such executing broker or another registered broker dealer has obtained a “locate” (i.e., assurances that the relevant securities can be obtained and delivered to JP Morgan in time to enable JP Morgan to settle the trade on a standard settlement basis) and you will identity to JP Morgan the source of your “locate”. JP Morgan may in its discretion require you to obtain all “locates” from JP Morgan. JP Morgan may also determine not to accept your representation of having obtained a “locate” as the grounds required for reliance by it under Applicable Laws and may in its discretion borrow or buy, for your account and risk, the securities you have sold short.

B. Long Sales. Where required by Applicable Laws, in placing any sell order with, or reporting a sell order to, JP Morgan for a long account, you shall designate the order as such. No order may be designated as being for a “long” account unless (a) you own the relevant securities and such securities may be sold without restriction in the open market and (b) either such securities are in JP Morgan’s physical possession and control at the time you place the order or, upon your request,

Prepared by BP for MM from

Standard Form IAA 2012-10-01

12

JP Morgan has determined that it may reasonably expect such securities to be in its physical possession or control in good deliverable form by settlement date. Your designation of an order as “long” shall constitute your representation that (a) and (b) are true and accurate statements.

C. Designation Discrepancies. Your executing broker may identify your sale as “short” or “long” in the trade information reported by it to JP Morgan, and JP Morgan will reconcile such information with the trade information reported to it by you. In order to enable JP Morgan and your executing broker to comply with their obligations under Applicable Laws, you acknowledge that JP Morgan may advise your executing broker of any discrepancies between the trade information provided by your executing broker and the trade information provided by you and JP Morgan shall report such discrepancies to your executing broker as soon as the technology to support such messages is developed. Further, if JP Morgan has not obtained a “locate” in respect of an order which either you or your executing broker has identified as “short,” and you have not identified to JP Morgan the source of the “locate” required for such order, JP Morgan may notify your executing broker of such facts.

D. Fails to Deliver. In the event (a) a “locate” was not obtained by your broker in connection with a sale for a short account notwithstanding your representation to the contrary, JP Morgan may buy the securities for your account and risk, and charge your account for all costs and expenses incurred by it and (b) you fail to make delivery of securities on a timely basis to enable JP Morgan to settle a sale for a long account, you shall pay to JP Morgan any losses, liability or expenses incurred by it

E. Threshold Securities. In order to enable JP Morgan to comply with its obligations under Applicable Laws, JP Morgan reserves the right to reject orders in Threshold Securities, as defined in Regulation SHO, in which JP Morgan has aged fails in such securities.

F. “Hard to Borrow” Securities. When securities that you have sold short are/or become “hard-to-borrow”, JP Morgan may make a change to any rebates that may be paid to you and/or assess a borrow fee applicable to such securities.

G. Substitute Dividend Payments. When income is paid in relation to any securities sold short on, or by reference to, an “ex-date” on which such short position remains open, JP Morgan shall debit a sum of money or property from your account equivalent to the amount necessary to enable JP Morgan to make the equivalent payment to its lender in relation to the applicable securities loan, together with such additional amounts as may be agreed by you and JP Morgan.

13. OPTIONS TRANSACTIONS. In the event you purchase or write (i.e. sell) listed options, you hereby agree and acknowledge the following: (a) all options transactions shall be subject to the constitution, rules, regulations, customs and usages of the Options Clearing Corporation and any exchange or other marketplace where executed; (b) you will not, acting either alone or in concert with others, violate the position or exercise limits of the exchanges, which limits may change from time to time; (c) you have read and understood the Options Risk Disclosure Document and Special Statement for Uncovered Writing and have determined that options trading is not unsuitable for you; and (d) you have read and understood the section of the Options Risk Disclosure Document entitled “Exercise and Assignment” and you understand that (i) with respect to any option over which the Options Clearing Corporation has control if you fail to give instructions to the contrary prior to the expiration date, of any such option, the Options Clearing Corporation will automatically exercise any such option which is in the money by a certain amount, which amount is determined by the Options Clearing Corporation in its discretion; (ii) JP Morgan shall have no responsibility to advise you when an option in your account is nearing expiration and shall bear no responsibility for any loss incurred by you arising out of the fact that an option in your account was not exercised unless you have instructed JP Morgan to exercise such option by the time established by JP Morgan; (iii) you may not receive actual notice of an exercise assignment until the week following the expiration date; (iv) exercise assignment notices for option contracts are allocated among customer short positions pursuant to a procedure that randomly selects from among all

Prepared by BP for MM from

Standard Form IAA 2012-10-01

13

customer short positions, including positions established on the day of assignment, those contracts that are liable for assignment at any time; and (v) all American-style short options are liable for assignment at any time, and by contrast, European-style short options are subject to assignment only on the expiration date. A more detailed description of such random allocation procedure is available upon request. You understand that JP Morgan is required by Applicable Laws, including but not limited to FINRA Rule 2360, to obtain from you certain information regarding your investment objectives and financial situation in order to determine that options transactions are not unsuitable for you and you hereby agree to provide JP Morgan with all information required to allow JP Morgan to make such determination.

14. LIMITATION OF LIABILITY; INDEMNIFICATION.

A. Limitation of Liability. JP Morgan shall have no liability with respect to any breach of its Clearing Obligations which does not arise from its willful misfeasance, bad faith or gross negligence. Except for the following costs for which you shall be liable: (i) Default Costs as set forth in Section 7, (ii) any regulatory fines resulting from our following your instructions, (iii) all losses and expenses incurred by JP Morgan resulting from claims by your investors, shareholders, members, partners, limited partners, or other equity holders, as the case may be, involving or related to your accounts or Obligations, in each case, irrespective of whether of the foregoing are deemed consequential, incidental, special or indirect, or (iv) as otherwise expressly provided in this Agreement, neither party shall have any liability for any consequential, incidental, or any similar damages and each party hereby irrevocably and unconditionally waives any right it may have to claim or recover any such damages (even if it has informed the other party of the possibility or likelihood of such damages). The waiver in this Section 14 is an inducement to each party to enter into Activities with the other party. [JP Morgan shall automatically debit your account for Costs incurred by JP Morgan in the ordinary course of its business with customers generally. With respect to Costs incurred by JP Morgan which are of the type that are outside the ordinary course of its business with Customers, JP Morgan will not debit your accounts for such Costs until 3 days after demand has been made to you for the payment of such Costs.]

B. Indemnity. You shall indemnify and hold JP Morgan, its officers, directors, employees and agents harmless from and against, and shall pay JP Morgan on demand, any and all losses, claims, damages, liabilities, obligations, penalties, excise taxes, judgments and awards and costs incurred by JP Morgan (including costs of collection, reasonable attorneys’ fees, court costs and other expenses) in connection with, related to or arising from (a) your Obligations; (b) enforcing its rights hereunder, (c) any investigation, litigation or proceeding involving you, your accounts, any property therein (including claims to such property by third parties) or any Activity; (d) the provision of any Electronic and/or Extra Services to you or use of or access to any Electronic and/or Extra Service under a User Code assigned to an authorized user; and (e) JP Morgan acting in reliance upon instructions JP Morgan reasonably believes to be transmitted by an Authorized Person (collectively, clauses (a) through (e), (“Costs”), other than to the extent caused by JP Morgan’s gross negligence, willful misconduct or fraud of JP Morgan. For the avoidance of doubt, your indemnity for claims as described above includes claims asserted by third party brokers or dealers in connection with Clearing Transactions (including JP Morgan’s right to refuse to enter into a Clearing Transaction for you). Whether or not demand has been made, you authorize JP Morgan to debit any of your accounts for any and all such Costs.

15. AGENTS; SUB-CUSTODIANS.

A. Employment of Agents. JP Morgan may employ agents or subcontractors in the performance of its Obligations under this Agreement or in connection with any Activity. The appointment of any such agent or subcontractor pursuant to this Section 15A shall not relieve JP Morgan of any of its Obligations under this Agreement or in connection with any Activity. Notwithstanding the foregoing, no Depository shall be considered an agent or subcontractor of JP Morgan and JP Morgan shall have no liability for any loss or damage arising out of the insolvency, acts or omissions of any Depository used by it.

Prepared by BP for MM from

Standard Form IAA 2012-10-01

14

B. Appointment of Sub-custodians. JP Morgan may appoint sub-custodians, including its own Affiliates, of assets held by or through JP Morgan in your accounts. JP Morgan will exercise reasonable skill, care and diligence in the selection of any such sub-custodian and will be responsible to you for satisfying itself as to the ongoing suitability of such sub-custodian to provide custodial services, will maintain an appropriate level of supervision over such sub-custodian and will make appropriate inquiries periodically to confirm that the obligations of such sub-custodian continue to be competently discharged. Anything herein to the contrary notwithstanding, JP Morgan will be liable only for loss or damage (subject to the limitations in Section 14 above) arising out of the insolvency, acts or omissions of any sub-custodian appointed by it that is an Affiliate, but shall not be liable for any such loss or damage arising out of the insolvency, acts or omissions of any sub-custodian appointed by it that is not an Affiliate, provided that JP Morgan has complied with its undertakings in the preceding sentence. Upon your request, JPMCC will provide you with a list that identifies the subcustodians selected by JP Morgan from time to time, such information may also be accessed through JPMCC’s online MORCOM Prime web-based interface (or similar system).

16. FREE CREDIT BALANCES. You authorize JP Morgan to use any free credit balance awaiting investment or reinvestment in any of your accounts in accordance with all Applicable Laws and to pay interest thereon at such rate or rates and under such conditions as are established from time to time by JP Morgan for such accounts and for the amounts of cash so used. In accordance with applicable regulations, free credit balances are carried in customers’ accounts pending, and with a view towards, reinvestment.

JP Morgan may determine not to pay interest on free credit balances representing (a) uncollected funds; (b) funds that are deposited and subsequently withdrawn prior to the expiration of the minimum time period required by JP Morgan (which currently is a minimum of one complete business day); or (c) any credit balances created or increased solely for the purpose of receiving interest thereon.

17. CONSENT TO LOAN OR PLEDGE SECURITIES. Unless prohibited by Applicable Laws, you authorize JP Morgan to borrow and/or lend either to itself or to others any Securities which constitute Margin hereunder together with all attendant rights of ownership, and to use all Margin as collateral for JP Morgan’s general loans or other obligations and with respect to repurchase transactions. All Margin, together with all attendant rights of ownership, may be pledged, repledged, sold, hypothecated or rehypothecated or become subject to repurchase transactions (collectively with any of the uses described in the preceding sentence, “Used”) either separately or in common with other property for any amounts due to JP Morgan thereon, and for a greater sum than, and for periods longer than, your Obligations, and JP Morgan shall have no obligation to retain a like amount of similar property in its possession and control. You acknowledge that, with respect to Securities Used by JP Morgan (a) in certain circumstances you may not be able to exercise voting and other attendant rights of ownership, (b) rather than a dividend you may receive a payment which will not be eligible for the preferential tax rate or treatment which may apply to dividends and (c) JP Morgan may receive and retain certain benefits (e.g. payments) to which you will not be entitled. Nothing herein shall be construed to limit JP Morgan’s Obligations to you hereunder.

18. TERMINATION; SURVIVAL; SUCCESSORS. Either party may terminate this Agreement upon 30 days’ prior written notice; provided, however, that your termination of this Agreement shall not be effective until you have fully satisfied your Obligations. The following shall survive termination of this Agreement: (a) the provisions of this Agreement with respect to Obligations, Activities, actions or failures to take action relating to, arising in or with respect to the period prior to termination of this Agreement; (b) Section 3, thereby extending the right to any lien and security interest until such time as, in the discretion of each JP Morgan Entity, security for the repayment of your Obligations is no longer required; and (c) your indemnity under Section 14. This Agreement shall extend to and be binding upon all of the parties (whether now existing or hereafter added) and their respective

Prepared by BP for MM from

Standard Form IAA 2012-10-01

15

successors and permitted assigns. Declining to clear or settle a prime broker transaction or any other Clearing Transaction or declining to accept certain property as margin does not constitute a termination of this Agreement.

19. AMENDMENT. JP Morgan may modify the terms of this Agreement at any time in order to comply with Applicable Law. Otherwise, this Agreement may not be waived or modified absent a written instrument signed by an authorized representative of JP Morgan and you.

20. RESOLUTION OF DISPUTES.

A. ANY DISPUTE BETWEEN YOU AND A JP MORGAN ENTITY DIRECTLY OR INDIRECTLY BASED UPON, ARISING OUT OF, RELATING TO OR IN CONNECTION WITH JP MORGAN’S BUSINESS, ANY ACTIVITY, ANY OBLIGATION, THIS AGREEMENT, ANY CLAIM BY YOU AGAINST A JP MORGAN ENTITY OR ANY CLAIM BY A JP MORGAN ENTITY AGAINST YOU (REFERRED TO COLLECTIVELY HEREIN AS A “DISPUTE”) SHALL BE DETERMINED BY LITIGATION IN A COURT EXCEPT THAT WITH RESPECT TO DISPUTES WHICH ARE ELIGIBLE FOR ARBITRATION PURSUANT TO FINRA RULE 10101 AND/OR THE RULES OF THE NYSE, AS ADOPTED BY FINRA, YOU RETAIN THE RIGHT TO PROCEED BY OR COMPEL ARBITRATION. IF YOU CHOOSE TO PROCEED BY ARBITRATION, YOU AND JP MORGAN AGREE TO THE PROCEDURES, AND TO ABIDE BY THE REQUIREMENTS, LISTED IN SECTION 21 BELOW. SHOULD EITHER PARTY CHOOSE TO PROCEED BY LITIGATION, YOU AND JP MORGAN AGREE TO FOLLOW THE PROCEDURES, AND TO ABIDE BY THE REQUIREMENTS, LISTED IN THIS SECTION 20. IF THIS SECTION 20 OR SECTION 21 IS INCONSISTENT WITH THE PROVISIONS OF ANY OTHER AGREEMENT, THIS SECTION 20 AND SECTION 21 SHALL PREVAIL; PROVIDED, HOWEVER, IF THE DISPUTE ARISES SOLELY WITH RESPECT TO A TRANSACTION ARISING UNDER A GOVERNING AGREEMENT, YOU AND JP MORGAN AGREE TO FOLLOW THE PROCEDURES, AND ABIDE BY THE REQUIREMENTS, LISTED IN SUCH GOVERNING AGREEMENT.

B. Exclusive Jurisdiction. With respect to any application for a provisional remedy, any application for judgment on an arbitration award, and with regard to any suit, action, or other proceeding (excluding an arbitration proceeding and enforcement of a judgment or award as provided in Section 20D below) with respect to, based upon or relating to a Dispute, each party irrevocably (a) submits to the exclusive jurisdiction of the U. S. District Court for the Southern District of New York (located in New York County), or, if such court does not have jurisdiction, the Supreme Court of the State of New York, County of New York (each, the “Court,” as applicable); (b) waives any objection that it may have at any time to the laying of venue of any proceedings brought in any such Court, waives any claim that such proceedings have been brought in an inconvenient or improper forum and further waives the right to object, with respect to such proceedings, that such Court does not have any jurisdiction over such party; (c) will not commence any action or proceeding with respect to, based upon or relating to a Dispute in any other court; (d) agrees, subject, and without prejudice, to the right to arbitration in accordance with Section 21 below, that all claims with respect to, based upon or relating to any Dispute may be heard and determined in such Court; and (e) waives and agrees not to assert any claim of immunity from any legal process (whether through service or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to such party or its property.

C. Consent to Service of Process. Except as otherwise provided by Section 21, the parties consent to service of process or delivery of any notice with respect to, based upon or relating to any Dispute, judicial proceeding or arbitration, in each case, by personal delivery, delivery by mail, return receipt requested, delivery by a recognized overnight delivery service and by any other means authorized

Prepared by BP for MM from

Standard Form IAA 2012-10-01

16

by Applicable Laws and, if applicable, by the rules governing any Dispute, judicial proceeding or arbitration, addressed, if to a JP Morgan Entity, as provided in Section 27E of this Agreement, and, if to you, to an address contained in the records of JP Morgan on which JP Morgan customarily relies.

D. Enforcement. Any judgment or award obtained with respect to a Dispute may be enforced in the courts of any jurisdiction where the party and/or any of its property may be found without re-examination of the matters previously adjudicated or determined, and each party irrevocably submits to the jurisdiction of each such court for such purpose.

E. Service of Process. You irrevocably designate and appoint the individual or entity listed below as an authorized agent to receive service of process on your behalf in connection with any Dispute, including with respect to any arbitration or other proceeding, such appointment to continue until you appoint a different authorized agent acceptable to JP Morgan. If for any reason such authorized agent is unable to act as such, you will promptly notify JP Morgan and promptly appoint an authorized agent acceptable to JP Morgan.

F. WAIVER OF JURY TRIAL. EACH OF YOU AND JP MORGAN (AND, TO THE EXTENT PERMITTED BY LAW, ON BEHALF OF THEIR RESPECTIVE EQUITY HOLDERS AND CREDITORS) KNOWINGLY, VOLUNTARILY AND IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY DISPUTE AND ANY RIGHT IT MAY HAVE TO CONSOLIDATE ANY SUCH ACTION WITH ANY OTHER ACTION IN WHICH A JURY TRIAL CANNOT BE OR HAS NOT BEEN WAIVED. EACH PARTY (a) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF DISPUTE, SEEK TO ENFORCE THE FOREGOING WAIVER AND (b) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. IN THE EVENT OF DISPUTE, THIS AGREEMENT MAY BE FILED AS A WRITTEN CONSENT TO A TRIAL BY THE COURT.

21. ARBITRATION.

A. THE PROVISIONS OF THIS SECTION 21 ARE APPLICABLE ONLY TO ARBITRATION PROCEEDINGS ELIGIBLE FOR ARBITRATION PURSUANT TO FINRA RULE 10101 AND/OR THE RULES OF THE NYSE AS ADOPTED BY FINRA. YOU HAVE THE RIGHT TO HAVE ANY ACTION OR PROCEEDING DETERMINED BY BINDING ARBITRATION.

THIS AGREEMENT CONTAINS A PREDISPUTE ARBITRATION CLAUSE. BY SIGNING AN ARBITRATION AGREEMENT THE PARTIES AGREE AS FOLLOWS:

(a) ALL PARTIES TO THIS AGREEMENT ARE GIVING UP THE RIGHT TO SUE EACH OTHER IN COURT, INCLUDING THE RIGHT TO A TRIAL BY JURY, EXCEPT AS PROVIDED BY THE RULES OF THE ARBITRATION FORUM IN WHICH A CLAIM IS FILED.

(b) ARBITRATION AWARDS ARE GENERALLY FINAL AND BINDING; A PARTY’S ABILITY TO HAVE A COURT REVERSE OR MODIFY AN ARBITRATION AWARD IS VERY LIMITED.

(c) THE ABILITY OF THE PARTIES TO OBTAIN DOCUMENTS, WITNESS STATEMENTS AND OTHER DISCOVERY IS GENERALLY MORE LIMITED IN ARBITRATION THAN IN COURT PROCEEDINGS.

Prepared by BP for MM from

Standard Form IAA 2012-10-01

17

(d) THE ARBITRATORS DO NOT HAVE TO EXPLAIN THE REASONS FOR THEIR AWARD UNLESS, IN AN ELIGIBLE CASE, A JOINT REQUEST FOR AN EXPLAINED DECISION HAS BEEN SUBMITTED BY ALL PARTIES TO THE PANEL AT LEAST 20 DAYS PRIOR TO THE FIRST SCHEDULED HEARING DATE.

(e) THE PANEL OF ARBITRATORS MAY INCLUDE A MINORITY OF ARBITRATORS WHO WERE OR ARE AFFILIATED WITH THE SECURITIES INDUSTRY.

(f) THE RULES OF SOME ARBITRATION FORUMS MAY IMPOSE TIME LIMITS FOR BRINGING A CLAIM IN ARBITRATION. IN SOME CASES, A CLAIM THAT IS INELIGIBLE FOR ARBITRATION MAY BE BROUGHT IN COURT.

(g) THE RULES OF THE ARBITRATION FORUM IN WHICH THE CLAIM IS FILED, AND ANY AMENDMENTS THERETO, SHALL BE INCORPORATED INTO THIS AGREEMENT.

ANY ARBITRATION UNDER THIS AGREEMENT SHALL BE HELD ONLY AT THE FACILITIES OF, BEFORE AN ARBITRATION PANEL APPOINTED BY, AND PURSUANT TO THE RULES OF FINRA. THE AWARD OF THE ARBITRATORS, OR OF THE MAJORITY OF THEM, SHALL BE FINAL, AND JUDGMENT UPON THE AWARD RENDERED MAY BE ENTERED IN ANY COURT, STATE OR FEDERAL, HAVING JURISDICTION. NO PERSON SHALL BRING A PUTATIVE OR CERTIFIED CLASS ACTION TO ARBITRATION, NOR SEEK TO ENFORCE ANY PRE-DISPUTE ARBITRATION AGREEMENT AGAINST ANY PERSON WHO HAS INITIATED IN COURT A PUTATIVE CLASS ACTION; WHO IS A MEMBER OF A PUTATIVE CLASS WHO HAS NOT OPTED OUT OF THE CLASS WITH RESPECT TO ANY CLAIMS ENCOMPASSED BY THE PUTATIVE CLASS ACTION UNTIL:

(i) THE CLASS CERTIFICATION IS DENIED; OR

(ii) THE CLASS IS DECERTIFIED; OR

(iii) THE CUSTOMER IS EXCLUDED FROM THE CLASS BY THE COURT.

SUCH FORBEARANCE TO ENFORCE AN AGREEMENT TO ARBITRATE SHALL NOT CONSTITUTE A WAIVER OF ANY RIGHTS UNDER THIS AGREEMENT EXCEPT TO THE EXTENT STATED HEREIN.

B. Provisional Remedy. Notwithstanding the provisions of paragraph A above, either party may seek, in either Court, any such temporary or provisional relief or remedy (“provisional remedy”) provided for by the laws of the United States or the laws of the State of New York as would be available in an action based upon such dispute or controversy in the absence of an agreement to arbitrate. The parties intend to have any such application for a provisional remedy decided by the Court to which it is made and that such application shall not be referred to or settled by arbitration. No such application for a provisional remedy, nor any act or conduct by either party in furtherance of or in opposition to such application, shall constitute a relinquishment or waiver of any right to have the underlying dispute or controversy with respect to which such application is made settled by arbitration in accordance with paragraph A above.

22. OTHER AGREEMENTS. The rights and remedies granted herein to each party are in addition to any other rights and remedies which arise under any Governing Agreement or Activity. Each Governing Agreement or Activity shall remain in full force and effect and shall supersede this Agreement in the event of any express inconsistencies, with the exception of Sections 3, 6, 7, 14, 20 and 21 of this Agreement, which shall supercede the provisions of any Governing Agreement in the event of any

Prepared by BP for MM from

Standard Form IAA 2012-10-01

18

express inconsistencies. The provisions of this Agreement shall amend and restate and supersede any prior Institutional Account Agreement or Professional Account Agreement entered into by and between you and JP Morgan.

23. GUARANTEED ACCOUNTS. You acknowledge that, if your account is guaranteed by a third party, we are under no obligation to seek recovery under any such guarantee or from any third party. Any guarantee provided by you to any JP Morgan Entity shall continue to be effective or be reinstated (as the case may be) if at any time all or any part of any payment or interest or other performance by the obligor under such guarantee is avoided or is otherwise restored or repaid by any JP Morgan Entity.

24. ELECTRONIC AND/OR EXTRA SERVICES.

A. JP Morgan may from time to time directly or indirectly make available to or provide or arrange access to you various electronic systems and services and non-broker-dealer services (“Electronic and/or Extra Services”), including any: (a) Trading System; (b) Electronic Tools; (c) Content; (d) account or Activity Reports; and/or (e) products or services not directly related to JP Morgan’s business as a broker-dealer, including the ability to participate in JP Morgan’s purchasing programs. All or any part of the Electronic and/or Extra Services may be developed, licensed and/or provided by third- party licensors, vendors, subcontractors or other third-party sources (each, a “Source”). JP Morgan and/or any such Source, at any time, with or without notice, may monitor, modify any aspect of, limit or terminate your use or access to any or all of the Electronic and/or Extra Services.

B. In addition to the provisions herein, Electronic and/or Extra Services will also be subject to the terms of the JP Morgan Online Services Agreement and/or such other agreements that govern the use of JP Morgan’s electronic information systems and/or a separate user agreement that governs its use and the rights and responsibilities of JP Morgan and you with respect to particular Electronic and/or Extra Services.

C. You and/or one or more of your officers, directors, employees and any person(s) and/or entity(ies) which is (are) authorized to act on your behalf, and the officers, directors and employees of such person(s) and/or entity(ies) (each, an “Authorized User”) may be provided with one or more User Codes. You (a) will not, nor will you permit any other person to, remove, modify, exchange, disable, penetrate or otherwise defeat any security procedures; (b) shall restrict access to the User Codes and to the Electronic and/or Extra Services to those persons who are duly authorized to have such access on your behalf; (c) shall notify JP Morgan or the relevant Source promptly in writing in the event that (i) the authority or employment of any such Authorized User has been or is about to be terminated (in which case you will promptly return to JP Morgan any security device previously issued to the Authorized User); (ii) any User Code is lost, stolen or, the confidentiality of any User Code issued to any Authorized User has been compromised in any way; or (iii) you learn about possible or actual unauthorized access to and/or use of the Electronic and/or Extra Services; (d) are responsible for all acts or omissions that occur under any User Code issued to an Authorized User, and (e) you are responsible for ensuring that all information contained in any request for a User Code is complete and accurate.

D. You will be responsible for all orders, instructions and transactions that are identified by any of the Electronic and/or Extra Services as coming from an Authorized User, and all consequences thereof, whether entered by authorized or unauthorized personnel or by any other person. Furthermore, any agreement, consent or assent communicated through access to the Electronic and/or Extra Services under a User Code issued to one of your Authorized Users will be deemed to be your duly signed writing, sufficient to bind you thereto.

Prepared by BP for MM from

Standard Form IAA 2012-10-01

19

E. Content. JP Morgan obtains certain Content (including Content contained or reflected in an Activity Report) from Sources JP Morgan believes to be reliable. The accuracy, completeness, timeliness or correct sequencing of the Content cannot be guaranteed by either JP Morgan or any Source. Neither JP Morgan nor any Source will be liable for the accuracy of, or availability of, such Content or will have any duty to verify, correct, complete or update any Content.

F. You will permit only specifically authorized personnel to use a Trading System for the purpose of entering orders. Prior to any use of a Trading System, you agree to implement internal control and supervisory procedures with regard to any Trading System that will at a minimum incorporate the following features: (a) controls that limit use of the system to authorized persons/parties; (b) checks for validation of order accuracy; (c) established limits and/or order prohibitors, to prevent orders exceeding preset credit and order size parameters from being transmitted for execution; and (d) controls that monitor for duplication/retransmission of orders, previously transmitted for execution.

G. NO WARRANTY; NO CONSEQUENTIAL DAMAGES. EACH JP MORGAN ENTITY AND ITS SUCCESSORS AND ASSIGNS, OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS (COLLECTIVELY, “JP MORGAN PERSONS”) AND THE SOURCES EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, GUARANTIES, CONDITIONS, COVENANTS AND REPRESENTATIONS RELATING TO ANY ELECTRONIC AND/OR EXTRA SERVICE, INCLUDING ANY RELATED TO MERCHANTABILITY, QUALITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, TIMELINESS, CURRENCY, ABSENCE OF VIRUSES OR DAMAGING OR DISABLING CODE, AND ANY WARRANTIES OR REPRESENTATIONS (1) THAT ANY ELECTRONIC AND/OR EXTRA SERVICE OR ACCESS TO ANY PORTION OF IT WILL BE UNINTERRUPTED OR ERROR-FREE, OR (2) THAT DEFECTS IN SUCH ELECTRONIC AND/OR EXTRA SERVICES WILL BE CORRECTABLE OR CORRECTED. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, NO JP MORGAN PERSON OR SOURCE WILL BE LIABLE FOR ANY LOSS, COST, CLAIM OR DAMAGE (INCLUDING DIRECT, INDIRECT OR CONSEQUENTIAL DAMAGES OR LOST PROFITS) ARISING OUT OF OR OTHERWISE RELATING TO ANY ELECTRONIC AND/OR EXTRA SERVICES OR THE USE OR ACCESS TO OR UNAVAILABILITY OF ANY OF THE SAME.

H. Notwithstanding any tools or support JP Morgan provides to you, you have sole responsibility for, and will ensure, your compliance with any and all Applicable Laws that may apply to (a) your use of any of the Electronic and/or Extra Services, and (b) any transaction executed through, or order or instruction communicated using, any of the Electronic and/or Extra Services or otherwise.

I. You shall not directly or indirectly: (a) reverse engineer (e.g., decompile, disassemble, reverse compile, reverse assemble, or reverse translate) any Electronic Tool or use any means to discover the source code of or trade secrets in any Electronic Tool or (b) otherwise circumvent any technological measure that controls access to any Electronic Tool.

J. Consent to Electronic Delivery. You consent to electronic delivery of all documents that may be required to be delivered to you, including prospectuses, confirmations and/or account statements. Such electronic delivery may be effected by file transfer and/or by delivery to the electronic mail address you provide to JP Morgan. JP Morgan shall deliver all such files by secure FTP or electronic mail or by any other means agreed to by the parties in writing.

25. MUTUAL FUND TRANSACTIONS. In the event you engage in mutual fund transactions, you hereby agree and acknowledge that JP Morgan shall process orders for the purchase or redemption of mutual fund shares provided that (a) JP Morgan receives the orders from you by the earlier of 4:00 p.m. on such day or such other time as determined by JP Morgan or required by Applicable Laws or the applicable mutual fund’s prospectus and (b) the applicable mutual fund has accepted the order for

Prepared by BP for MM from

Standard Form IAA 2012-10-01

20

processing on that day. Orders that are accepted by the applicable mutual fund shall be priced by such mutual fund at the applicable net asset value of the mutual fund shares as computed by the mutual fund that same day for such transactions.

26. DEBIT BALANCES/TRUTH-IN-LENDING. You acknowledge receipt of JP Morgan’s Truth-in-Lending disclosure statement or any analogous disclosure statement. You understand that interest will be charged on any debit balances in your accounts in accordance with the methods described in such statement or in any amendment thereof or revision thereto which may be provided to you or at the rate provided for in Section 7, if higher and not prohibited by Applicable Laws. Any debit balance that is not paid at the close of an interest period will be added to the opening balance for the next interest period.

27. MISCELLANEOUS.

A. USA Patriot Act. JP Morgan is committed to complying with U.S. statutory and regulatory requirements designed to combat money laundering and terrorist financing. The USA PATRIOT Act of 2001 requires that all financial institutions obtain certain identification documents or other information in order to comply with their customer identification procedures. Until you provide the required information or documents, JP Morgan may not be able to open or maintain accounts or effect any transactions for you.

B. Impartial Lottery Allocation. In the event JP Morgan holds on your behalf bonds or preferred stocks in street name or bearer form which arc callable in part, you agree that you will participate in the impartial lottery allocation system of the called securities in accordance with the rules of the NYSE, or if not applicable, any other appropriate self-regulatory organization. When any such call is favorable, no allocation will be made to any account with respect to which JP Morgan has actual knowledge that its officers, directors or employees have any financial interest until all other customers are satisfied on an impartial lottery basis.

C. No Waiver. Neither JP Morgan’s nor your failure to insist at any time upon strict compliance with this Agreement or with any of the terms hereof, nor any continued course of such conduct on its part, shall constitute or be considered a waiver by JP Morgan or you of any of their rights or privileges hereunder. For the avoidance of doubt, JP Morgan may provide notices to you that it is not required to provide to you and may refrain from making Margin calls or otherwise insisting on strict performance of your Obligations, and you acknowledge and agree that no such conduct shall constitute, or be relied upon by you as constituting, a waiver of JP Morgan’s rights to strict performance of all agreements with you or as imposing any obligation on JP Morgan not contained in any agreement with you. No demands, calls, tenders or notices that JP Morgan may have made or given in the past in any one or more instances shall constitute a requirement that JP Morgan make or give the same in the future.

D. Assignment. Any assignment of your rights and Obligations without obtaining the prior written consent of an authorized representative of JP Morgan shall be null and void. Each JP Morgan Entity shall have the right to assign any of its rights and Obligations to any other JP Morgan Entity without prior notice to you; provided, however, that if you object within five days of notice (which notice need not precede the transfer), the transferring JP Morgan Entity shall remain obligated for any performance default by the transferee JP Morgan Entity.

E. Notices. Any notices, demands, or other communications from you to JP Morgan under this Agreement shall be written, addressed to JP Morgan, 383 Madison Avenue, New York, New York 10179, Attention: Chief Legal Officer, or such other address of which we give you written notice and shall be effective upon actual receipt by JP Morgan at such address. JP Morgan may accept signatures on facsimiles as if they were originals.

Prepared by BP for MM from

Standard Form IAA 2012-10-01

21

Unless otherwise specifically provided in this Agreement, notices to you shall be deemed received by you when (a) any of the following occur: (i) JP Morgan receives acknowledgement that a notice sent to you by certified mail, return receipt requested, has been delivered to Three Bala Plaza East, Suite 300, Bala Cynwyd, PA 19004, (ii) JP Morgan receives acknowledgement from an overnight courier or other third party service provider that such notice has been delivered to such address, (iii) such notice is conveyed by telephone or in person to any of the persons listed below,

Name	Office Telephone Number	Other Telephone Number
Thomas M. McGeehan, CFO and Executive Vice President	610-660-3676	610-664-1500
James G. Genghini, Assistant Vice President and Assistant Controller	610-660-6897	610-664-1500
Cynthia Y. Valko, CEO	610-660-6824	610-664-1500
Stephen W. Ries, Senior Corporate Counsel	610-668-3270	610-664-1500

or (iv) JP Morgan has received electronic confirmation that such notice has been successfully transmitted by facsimile to 610-668-3385, or 610-660-8887, or (b) any two of the following occur: (i) JP Morgan has attempted to place a telephone call to all persons listed in the chart in clause (a)(iii) above, at each telephone number listed opposite such persons’ name, even if JP Morgan does not reach any such persons for any reason, including but not limited to, the fact that the calls placed where not answered, a “busy” signal is received for the call and/or the person called is not available to answer the call, (ii) JP Morgan has attempted to communicate such notice three times via facsimile to each of the numbers listed in clause (a)(iv) above even if JP Morgan is unsuccessful in transmitting such facsimile, and (iii) JP Morgan has attempted to communicate such notice to you by electronic mail via each of the electronic mail addresses listed below:

tmgeehan@global-indemnity.com;

jgenghini@global-indemnity.com;

cvalko@global-indemnity.com;

sries@global-indemnity.com,

provided, that any contact information set forth in this paragraph, including, your business address, the list of persons to be contacted, such persons’ telephone numbers, your facsimile number, and the list of e-mail addresses to which notice should be sent, shall automatically be amended two business days after receipt by JP Morgan of your request to amend such information.

Receipt of a facsimile copy of any writing delivered in connection with the transactions contemplated hereby shall have the same force and effect as receipt of the original copy thereof.

F. Force Majeure. In no event shall JP Morgan be liable for (a) any cost, damages or delay caused, directly or indirectly, by war, acts of terrorism, riots, civil commotion, strikes, labor disputes, government acts, laws or regulations, exchange or market rulings, suspension of trading, embargoes, natural disasters, electrical failures, telephone communication line failures, computer failures, unavailability of the Federal Reserve Bank wire or telex or otherwise or communication facility or otherwise or any other cause of contingency to the extent beyond JP Morgan’s control that may prevent or

Prepared by BP for MM from

Standard Form IAA 2012-10-01

22

delay the performance of any JP Morgan’s Obligations (an “Extraordinary Event”); or (b) any damages caused, directly or indirectly, by your executing broker, by erroneous information received from you or by your failure to deliver instructions, including a failure which results in a lack of position or a failure to exercise rights on your behalf. In the event of an Extraordinary Event that may prevent or delay the performance of any of JP Morgan’s Obligations, the performance of JP Morgan’s Obligations shall be excused for the period of the delay and JP Morgan will in no event be liable for any loss, liability, damage, claim, cost or expense (including fees and expenses of legal counsel) arising from such delay or non-performance.

G. Credit Information and Investigation; Sharing of Information. You authorize JP Morgan and, if applicable, your broker, in its or their discretion, to make and obtain reports concerning your credit standing and business conduct. You may make a written request within a reasonable period of time for a description of the nature and scope of the reports made or sharing of information obtained by JP Morgan among JP Morgan Entities. You acknowledge that JP Morgan Entities share many computer systems and employees, and also share information concerning their respecting customers for the purpose of monitoring and approving credit, legal, regulatory and underwriting exposures and administration of the customer’s accounts with and transactions with or through any JP Morgan Entities. Such information will be treated by each JP Morgan Entity pursuant to its policies and procedures designed to protect the confidentiality and security of customer information and to ensure that such information is used only in a manner that is consistent with Applicable Laws.

H. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without reference to any choice of law rules that would result in the application of the law of any other jurisdiction.

I. Severability. If any provision hereof is or should become inconsistent with any present or future law, rule or regulation of any sovereign government or regulatory body having jurisdiction over the subject matter of this Agreement, such provision shall be deemed to be rescinded or modified in accordance with any such law, rule or regulation. In all other respects, this Agreement shall continue to remain in full force and effect.

J. Headings. The headings of the provisions hereof are for descriptive purposes only and shall not modify or qualify any of the rights or obligations set forth in such provisions.

K. Construction. References to times in this Agreement are to the prevailing time in New York City. The words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation.” Unless otherwise expressly provided, any time JP Morgan is authorized or entitled to take any action, refrain from taking any action or make any determination, it may do so in its sole discretion, exercised in good faith. The meanings given to terms defined herein shall be equally applicable to both the singular and plural forms of such terms.

L. Recording. For the protection of the parties, and as a way of correcting misunderstandings, you authorize JP Morgan, at its discretion and without prior notice to you, to monitor and/or record any or all telephone conversations between you and any of JP Morgan’s employees or agents which may be used in connection with any dispute between the parties or in any other way related to this Agreement.

M. Right to Decline or Set Limits on Activities. Nothing in this Agreement obligates JP Morgan to enter into any Activity with you, notwithstanding past practice or market custom. Rather, JP Morgan may (a) decline to execute, clear or settle any Clearing Transaction and (b) decline to enter into, execute, extend, renew or “roll over” any Activity, including any Activity done on an “open” or “demand” basis. Such a declination, in and of itself, shall not operate as a termination of this Agreement. JP Morgan may, at any time, place a limit (expressed in dollars, positions, or number of units) on the size of transactions that JP Morgan will accept for execution, clearance and/or settlement. JP Morgan may by

Prepared by BP for MM from

Standard Form IAA 2012-10-01

23

notice to you, which may be provided orally, require you immediately to liquidate or otherwise reduce, reverse or hedge a position, account or Activity to reduce the amount of your Obligations or JP Morgan’s obligations to third parties or otherwise mitigate risk, and you hereby authorize JP Morgan to take such action on your behalf for your account and risk if you fail to comply with JP Morgan’s request.

N. Performance. Each Activity has been entered into in consideration of each other Activity and, unless otherwise determined by JP Morgan, (a) your performance of each and every one of your Obligations when due is a condition precedent to JP Morgan’s performance of its Obligations to you and (b) the Obligation of each JP Morgan Entity to you shall be suspended and shall not mature until you have paid and performed in full all of your Obligations when due to each JP Morgan Entity; provided, however, that Activities shall not be merged.

O. Marshalling of Assets. You waive marshalling of assets and any similar doctrine dealing with the application of collateral. Subject to the terms of this Agreement, Margin may be utilized or applied by JP Morgan Entities as they determine.

P. Repurchase Agreements. Nothing contained in this Agreement shall be construed to affect the validity of the characterization of an Activity under any repurchase agreement between JP Morgan and you as a purchase and sale.

Q. Netting Contract. It is understood that this Agreement constitutes a “netting contract” and each payment entitlement and payment obligation under any Activity hereunder shall constitute a “covered contractual payment entitlement” or “covered contractual payment obligation”, respectively (except insofar as one or both of the parties is not a “financial institution” as that term is defined in FDICIA).

R. Documentation. You will provide us with any necessary documentation (including prospectuses and opinions) in order to satisfy legal transfer requirements, in accordance with Applicable Laws.

S. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and all of which, taken together, shall constitute one and the same agreement.

T. Facsimiles. Either party may accept facsimile or .pdf copies of this or any other document or instruction as if it were the original and may accept signatures on facsimiles or .pdfs as if they were originals.

[Signature page follows]

Prepared by BP for MM from

Standard Form IAA 2012-10-01

24

BY SIGNING THIS AGREEMENT, YOU ACKNOWLEDGE THAT:

THE SECURITIES IN YOUR MARGIN ACCOUNTS AND ANY SECURITIES FOR WHICH YOU HAVE NOT FULLY PAID, TOGETHER WITH ALL ATTENDANT OWNERSHIP RIGHTS, MAY BE USED BY JP MORGAN AS MORE SPECIFICALLY SET FORTH IN SECTION 17 ABOVE; AND

THIS AGREEMENT CONTAINS A PRE-DISPUTE ARBITRATION CLAUSE AT SECTIONS 20 AND 21 WHICH SECTIONS START ON PAGES 16 AND 17.

IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart of this Amended and Restated Institutional Account Agreement to be duly executed and delivered as of the date first above written. Parties organized under the laws of the Cayman Islands hereby execute this Amended and Restated Institutional Account Agreement as a deed.

Global Indemnity Group, Inc.		J.P. MORGAN CLEARING CORP.
Name of Accountholder		J.P. MORGAN SECURITIES LLC JPMORGAN CHASE BANK, N.A. J.P. MORGAN SECURITIES PLC J.P. MORGAN SECURITIES (ASIA PACIFIC) LIMITED J.P. MORGAN SECURITIES ASIA PRIVATE LIMITED J.P. MORGAN SECURITIES AUSTRALIA LIMITED J.P. MORGAN SECURITIES JAPAN CO., LTD J.P. MORGAN PRIME NOMINEES LIMITED J.P. MORGAN MARKETS LIMITED
By:
Thomas M. McGeehan		By:
Name and Title of Authorized Agent			Teresa Heitsenrether Managing Director
	Executive Vice President & Chief Financial Officer

For JP Morgan Use Only (10-01-2012) Form # 0000

¡ 000    SEC Disc    ¡ 000 W-8     ¡ 000 IAA

SUPPLEMENT TO INSTITUTIONAL ACCOUNT AGREEMENT

REGARDING FIXED INCOME CLEARING TRANSACTIONS

[Reserved]

Prepared by BP for MM from

Standard Form IAA 2012-10-01

1

SUPPLEMENT TO INSTITUTIONAL ACCOUNT AGREEMENT

REGARDING PRIME BROKERAGE SERVICES

The terms and conditions hereof (this “Supplement”) shall supplement, part of, and be subject to, the Amended and Restated Institutional Account Agreement (the “IAA”) to which it is attached. This Supplement sets forth additional terms and conditions under which JP Morgan will provide prime brokerage services for your accounts that are serviced by the Global Clearance Services Department. Notwithstanding the foregoing or anything else contained in this Supplement, this Supplement shall not apply to Activities that constitute clearance services to you for transactions executed away from JP Morgan involving securities that are processed and cleared through your accounts that are serviced by the Fixed Income Clearance Services Department (“Fixed Income Clearing Transactions”). In the event of any uncertainty or dispute, JP Morgan shall determine whether a transaction is a Fixed Income Clearing Transaction. Each transaction hereunder shall be deemed both a “Clearing Transaction” and an “Activity”, as defined in the IAA. All defined terms in the IAA shall have the same meanings herein as they have in the IAA. The prime brokerage services hereunder shall be provided in a manner not inconsistent with the no-action letter dated January 25, 1994 issued by the Division of Market Regulation of the Securities and Exchange Commission (the “SEC Letter”), as amended or supplemented.

1. Prior to the commencement of any prime brokerage activity, JP Morgan will enter into an agreement with the executing broker you have designated which will set forth the terms and conditions under which your executing broker will be authorized to accept orders from you for settlement by JP Morgan (each, a “PB Agreement”). Thereafter JP Morgan will enter into PB Agreements with any additional executing brokers you designate to it from time to time. JP Morgan will accept for clearance and settlement trades executed on your behalf by your executing broker with which it has executed a PB Agreement with respect to you. On the day following each transaction, JP Morgan will send you a notification of each trade placed with your executing broker based upon the information provided by you. This notification contains some but not all of the information required to appear in a confirmation. Your executing broker is responsible for delivering to you a confirmation of each trade executed and settled on your behalf.

2. JP Morgan may become obligated to settle trades executed on your behalf by your executing broker and reported to JP Morgan by you and your executing broker provided that you have reported to JP Morgan promptly upon execution of the trade, but in no event later than 5:30 p.m. (New York time) on the trade date, or by such other time as JP Morgan may advise you, all the details of such trades including the contract amount, the security involved, the number of shares or the number of units and whether the transaction was a long, or a short sale or a purchase, and further provided that JP Morgan has not “DK’d” (“indicated it does not know”) or has not subsequently disaffirmed such trades. If JP Morgan becomes obligated to settle a trade, you shall be responsible and liable to JP Morgan for making the settlement payment (including the delivery of applicable securities) with respect to each such trade. If JP Morgan determines not to settle a trade, JP Morgan shall send you a cancellation notification to offset the notification sent to you under Section 1 whereupon you shall be solely responsible and liable to your executing broker for settling such trade and JP Morgan shall not have settlement responsibility for such trade. In addition, JP Morgan may be required to cease providing prime brokerage services to you in accordance with the PB Agreement.

3. If (i) (A) an Act of Insolvency occurs in respect of your executing broker, (B) your executing broker’s registration is terminated or it ceases to do business as a broker-dealer, or (C) your executing broker fails, refuses or is unable, for any reason or for no reason, to settle a trade, and (ii) JP Morgan agrees to settle any trades executed on your behalf by such executing broker, regardless whether JP Morgan did not DK and did not disaffirm such trades, then you shall be solely responsible, and liable to JP Morgan, for any losses, costs or expenses arising out of or incurred in connection with JP Morgan’s agreement to settle such trades.

Prepared by BP for MM from

Standard Form IAA 2012-10-01

1

4. You shall maintain in your account with JP Morgan such minimum net equity in cash or securities as JP Morgan may require, from time to time (the “JP Morgan Net Equity Requirement”), which shall in no event be less than the minimum net equity required by the SEC Letter (the “SEC Net Equity Requirements”). In the event your account falls below the SEC Net Equity Requirements, you hereby authorize JP Morgan to notify promptly all executing brokers with whom it has a PB Agreement on your behalf of such event. Moreover, if you fail to restore your account to compliance with the SEC Net Equity Requirements within the time specified in the SEC Letter, JP Morgan shall: (i) notify all such executing brokers that JP Morgan is no longer acting as your prime broker and (ii) “DK” all prime brokerage transactions on your behalf with trade date after the business day on which such notification was sent In the event either: (i) your account falls below the JP Morgan Net Equity Requirements, (ii) JP Morgan determines that there would not be enough cash in your account to settle such transactions or that a maintenance margin call may be required as a result of settling such transactions, or (iii) JP Morgan determines that the continuation of prime brokerage services to you presents an unacceptable risk to JP Morgan taking into consideration all the facts and circumstances, JP Morgan may disaffirm all your prime brokerage transactions and/or cease to act as your prime broker.

5. If you have instructed your executing broker to send confirmations to you in care of JP Morgan, as your prime broker, the confirmation sent by such executing broker is available to you promptly from JP Morgan, at no additional charge.

6. If your account is managed on a discretionary basis, you hereby acknowledge that your prime brokerage transactions may be aggregated with those of other accounts of your advisor, according to your advisor’s instructions, for execution by your executing brokers in a single bulk trade and for settlement in bulk by JP Morgan. You hereby authorize JP Morgan to disclose your name, address and tax ID number to your executing brokers. In the event any trade is disaffirmed, as soon as practicable thereafter, JP Morgan shall supply your executing brokers with the allocation of the bulk trade, based upon information provided by your advisor.

Global Indemnity Group. Inc.
Name of Accountholder
By:
Name and Title:	Thomas M. McGeehan	Executive Vice President & Chief Financial Officer
Date:	June 7, 2013

Prepared by BP for MM from

Standard Form IAA 2012-10-01

2

LIQUID SHARES NOTICE TERMS AND CONDITIONS

These terms and conditions apply to any locate notice that we issue to you (or to an investment manager or other agent acting on your behalf) in relation to liquid shares being shares to which EU Regulation No 236/2012 on short selling and certain aspects of credit default swaps (the “Regulation”) applies and which meet the liquidity requirement established in Article 22 of EU Regulation No 1287/2006, or are included in the main national equity index as identified by the relevant competent authority of a member state and are the underlying financial instrument for a derivative contract admitted to trading on a trading venue (as contemplated under Article 6(4) of Commission Implementing Regulation (EU) No 827/2012) (“Shares”) (each such notice a “Liquid Shares Notice”).

These terms and conditions are supplemental to the Amended and Restated Institutional Account Agreement entered into between you and us (the “IAA”). To the extent that there is a conflict between these terms and conditions and the terms and conditions of the IAA, these terms and conditions shall prevail. Words and expressions defined in the IAA have the same meanings in these terms.

Confirmation: If we issue a Liquid Shares Notice to you or to an investment manager or other agent acting on your behalf, this will be confirmation by us that (subject to these terms and conditions): (i) we consider that we can make Shares of the description and up to the maximum number specified in the Liquid Shares Notice (the “Maximum Number”) available to you for settlement in due time (being the standard settlement time for the relevant Shares following the time of the trade) taking into account the amount of the Shares specified in the Liquid Shares Notice and market conditions; and (ii) such Shares are easy to borrow or purchase in the relevant quantity taking into account market conditions and other information available to us on the supply of such Shares. If we issue a Liquid Shares Notice to an investment manager or other agent acting on your behalf and on behalf of another party or parties, the aggregate number of Shares that we consider we can make available for settlement to all parties for whom such investment manager or other agent is acting will be equal to the Maximum Number of Shares.

No Commitment: The Liquid Shares Notice represents our assessment of our ability to make Shares available to you for settlement and is not an undertaking to lend or otherwise procure the transfer of Shares to you.

Duration: Our confirmation will be valid in respect of sales of Shares entered into at or prior to the close of business on the date of the relevant Liquid Shares Notice in the market within the European Economic Area on which the Shares specified in the Liquid Shares Notice are admitted to trading (or such other time as is specified in the Liquid Shares Notice).

Liability: Our liability to you under these terms and conditions shall be subject to the provisions of the IAA including but not limited to any limitation of liability and force majeure provisions.

No Representation: It is your sole responsibility to ensure your compliance with the requirements of the Regulation. We accept no obligation or liability in this regard, and make no representation as to the compliance of any arrangements with the requirements of the Regulation.

Confirmation: Without prejudice to the paragraph above, we confirm that as part of our business we participate in the borrowing and purchasing of Shares.

(v.1) Form # 6478 01091 JPMCC Standard Form Liquid Shares Notice Terms and Conditions Annex to Institutional Account Agreement 2012-11-01

ILLIQUID SHARES NOTICE TERMS AND CONDITIONS

These terms and conditions apply to any locate notice that we issue to you (or to an investment manager or other agent acting on your behalf) in relation to illiquid shares being shares to which EU Regulation No 236/2012 on short selling and certain aspects of credit default swaps (the “Regulation”) applies and which neither meet the liquidity requirement established in Article 22 of EU Regulation No 1287/2006 nor are included in the main national equity index as identified by the relevant competent authority of a member state and are the underlying financial instrument for a derivative contract admitted to trading on a trading venue (as contemplated under Article 6(4) of Commission Implementing Regulation (EU) No 827/2012)) (“Shares”) (each such notice an “Illiquid Shares Notice”).

These terms and conditions are supplemental to the Amended and Restated Institutional Account Agreement entered into between you and us (the “IAA”). To the extent that there is a conflict between these terms and conditions and the terms and conditions of the IAA, these terms and conditions shall prevail. Words and expressions defined in the IAA have the same meanings in these terms and conditions.

Commitment: If we issue an Illiquid Shares Notice to you or to an investment manager or other agent acting on your behalf, this will be a commitment by us to lend or otherwise transfer to you or to your order Shares of the description and up to the maximum number specified in the Illiquid Shares Notice (the “Maximum Number”). subject to the terms set out below and the terms of the IAA. If we issue an Illiquid Shares Notice to an investment manager or other agent acting on your behalf and on behalf of another party or parties, the maximum aggregate amount of our commitment to all parties for whom such investment manager or other agent is acting will be equal to the Maximum Number of Shares.

Duration and undertaking: Our commitment will be valid in respect of sales of Shares entered into at or prior to the close of business on the date of the relevant Illiquid Shares Notice in the market within the European Economic Area on which the Shares specified in the Illiquid Shares Notice are admitted to trading (or such other time as is specified in the Illiquid Shares Notice) (the “Cut-off Time”). Provided that you have, or an investment manager or other agent acting on your behalf has, submitted to us before 7:00 p.m. (New York time) (or such other time as is specified in the Illiquid Shares Notice) (the “Trade File Cut-off Time”) a trade file specifying the relevant sale transactions (the “Trade File”), we undertake (subject to these terms and conditions and the terms of the IAA) to lend or otherwise transfer to you or to your order Shares of the description specified in the Illiquid Shares Notice in a number (the “Actual Number”) equal to the lesser of (i) the number of such Shares specified in the Illiquid Shares Notice and (ii) the number of such Shares specified in the Trade File, for settlement at such time as is specified in the Trade File (being no earlier than the standard settlement time for the relevant Shares following the time of the trade). If the Trade File is submitted by an investment manager or other agent acting on your behalf and on behalf of another party or parties, the aggregate number of Shares that we undertake to lend or otherwise transfer to all parties for whom such investment manager or other agent is acting will be equal to the Actual Number of Shares.

Following the Trade File Cut-off Time we will have no further commitment to you in respect of any Shares other than those specified in the Trade File.

Revocation or amendment: We may at any time by notice to you revoke or reduce our commitment or specify a different Cut-off Time. Such notice will not affect our commitment to lend or otherwise transfer to you in accordance with these terms and conditions any Shares specified in the Illiquid Shares Notice that you have sold before such notice is given and that are specified in a Trade File submitted to us (whether before or after your receipt of such notice) before the Trade File Cut-off Time.

Terms: The fee or rate payable in respect of the loan or other provision of Shares will be as notified to or agreed with you (or an investment manager or other agent acting on your behalf).

(v.1) Form # 5477 01092 JPMCC Standard Form Illiquid Shares Notice Terms and Conditions Annex to Institutional Account Agreement 2012-11-01

Conditions: Our obligation to lend or otherwise transfer Shares to you in accordance with these terms and conditions is conditional on (i) your continued compliance in all material respects with the terms of the IAA, including but not limited to your maintaining, providing or making available to us such amount of eligible margin or collateral in respect of the loan or other provision of Shares (together with your other obligations) as is required under the IAA and any related documentation; and (ii) no event permitting us to terminate the IAA without notice (“event of default”) or event which, upon the expiry of time or our determination in accordance with the provisions of the IAA, would be an event of default having occurred.

Liability: Our liability for any failure to lend or otherwise transfer Shares to you in accordance with these terms and conditions shall be subject to the provisions of the IAA including but not limited to any limitation of liability and force majeure provisions, provided that any force majeure provisions shall operate to exclude our liability for any such failure rather than to terminate our obligation to lend or otherwise transfer Shares to you but without prejudice to our ability to rely on any right under the IAA to be indemnified by you.

No representation: It is your sole responsibility to ensure your compliance with the requirements of the Regulation. We accept no obligation or liability in this regard, and make no representation as to the compliance of any arrangements with the requirements of the Regulation.

Acceptance: By making a request to us for a commitment in relation to Shares pursuant to these terms and conditions you will be deemed to accept these terms and conditions.

(v.1) Form # 5477 01092   Page 2 JPMCC Standard Form Illiquid Shares Notice Terms and Conditions Annex to Institutional Account Agreement 2012-11-01

STANDARD SOVEREIGN DEBT NOTICE TERMS AND CONDITIONS

These terms and conditions apply to any locate notice that we issue to you (or to an investment manager or other agent acting on your behalf) in relation to sovereign debt instruments to which EU Regulation No. 236/2012 on short selling and certain aspects of credit default swaps (the “Regulation”) applies (“Sovereign Debt”) (each such notice a “Standard Sovereign Debt Notice”).

These terms and conditions are supplemental to the Amended and Restated Institutional Account Agreement entered into between you and us (the “IAA”). To the extent that there is a conflict between these terms and conditions and the terms and conditions of the IAA, these terms and conditions shall prevail. Words and expressions defined in the IAA have the same meaning in these terms.

Confirmation: If we issue a Standard Sovereign Debt Notice to you (or to an investment manager or other agent acting on your behalf), this will be confirmation by us that (subject to these terms and conditions) we consider that we can make Sovereign Debt of the description and up to the maximum amount specified in the Standard Sovereign Debt Notice (the “Maximum Amount”) available to you for settlement in due time (being the standard settlement time for the relevant Sovereign Debt following the time of the trade) taking into account the amount of the Sovereign Debt specified in the Standard Sovereign Debt Notice and market conditions. If we issue a Standard Sovereign Debt Notice to an investment manager or other agent acting on your behalf and on behalf of another party or parties, the aggregate amount of Sovereign Debt that we consider we can make available for settlement to all parties for whom such investment manager or other agent is acting will be equal to the Maximum Amount of Sovereign Debt.

No Commitment: The Standard Sovereign Debt Notice represents our assessment of our ability to make Sovereign Debt available to you for settlement and is not an undertaking to lend or otherwise procure the transfer of Sovereign Debt to you.

Duration: Our confirmation will be valid in respect of sales of Sovereign Debt entered into at or prior to the close of business on the date of the relevant Standard Sovereign Debt Notice (or such other time as is specified in the Standard Sovereign Debt Notice).

Liability: Our liability to you under these terms and conditions shall be subject to the provisions of the IAA including but not limited to any limitation of liability and force majeure provisions.

No Representation: It is your sole responsibility to ensure your compliance with the requirements of the Regulation. We accept no obligation or liability in this regard, and make no representation as to the compliance of any arrangements with the requirements of the Regulation.

Confirmation: Without prejudice to the paragraph above, we confirm that as part of our business we participate in the borrowing and purchasing of Sovereign Debt.

(v.1) Form # 5478 01093 JPMCC Standard Form Standard Sovereign Debt Notice Terms and Conditions Annex to Institutional Account Agreement 2012-11-01

EX-31.1

CERTIFICATION PURSUANT TO

RULE 13a-14(a)/15d-14(a),

AS ADOPTED PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Cynthia Y. Valko, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Global Indemnity plc;

2. Based on my knowledge, this Quarterly Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Quarterly Report;

3. Based on my knowledge, the financial statements, and other financial information included in this Quarterly Report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this Quarterly Report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Quarterly Report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this Quarterly Report based on such evaluation; and

d) Disclosed in this Quarterly Report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s independent registered public accounting firm and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: August 9, 2013

/s/ Cynthia Y. Valko

Cynthia Y. Valko

Chief Executive Officer

EX-31.2

CERTIFICATION PURSUANT TO

RULE 13a-14(a)/15d-14(a),

AS ADOPTED PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Thomas M. McGeehan, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Global Indemnity plc;

2. Based on my knowledge, this Quarterly Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Quarterly Report;

3. Based on my knowledge, the financial statements, and other financial information included in this Quarterly Report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this Quarterly Report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Quarterly Report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this Quarterly Report based on such evaluation; and

d) Disclosed in this Quarterly Report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s independent registered public accounting firm and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: August 9, 2013

/s/ Thomas M. McGeehan

Thomas M. McGeehan

Chief Financial Officer

EX-32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Global Indemnity plc (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Cynthia Y. Valko, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 9, 2013

/s/ Cynthia Y. Valko

Cynthia Y. Valko

Chief Executive Officer

EX-32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Global Indemnity plc (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Thomas M. McGeehan, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 9, 2013

/s/ Thomas M. McGeehan

Thomas M. McGeehan

Chief Financial Officer

XML

Share-Based Compensation Plans

6 Months Ended

Jun. 30, 2013

Share-Based Compensation Plans

10. Share-Based Compensation Plans

During the six months ended June 30, 2013, the Company issued 88,162 A ordinary shares at a weighted average grant date value of $21.97 per share to key employees and a former employee of the Company under the Global Indemnity plc Share Incentive Plan (the “Plan”). Of the shares issued in 2013, 81,587 were subject to certain restrictions and 6,575 were issued as a result of a former employee exercising previously granted options with a strike price of $20.00 per share. During the six months ended June 30, 2012, the Company issued 29,675 A ordinary shares at a weighted average grant date value of $18.60 per share to key employees under the Plan. All of the shares issued in 2012 were subject to certain restrictions.

During the quarter ended June 30, 2013, the Company issued 6,575 A ordinary shares as a result of a former employee exercising previously granted options with a strike price of $20.00 per share. The Company did not issue any shares to key employees during the quarter ended June 30, 2012.

During the six months ended June 30, 2013 and 2012, the Company granted an aggregate of 21,865 and 28,135 fully vested A ordinary shares, respectively, subject to certain restrictions, at a weighted average grant date value of $22.62 and $19.66 per share, respectively, to non-employee directors of the Company under the Plan.

During the quarters ended June 30, 2013 and 2012, the Company granted an aggregate of 9,965 and 13,750 fully vested A ordinary shares, respectively, subject to certain restrictions, at a weighted average grant date value of $23.20 and $19.49 per share, respectively, to non-employee directors of the Company under the Plan.

XML

Fair Value Measurements - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2013
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value written down	$ 0

XML

Consolidated Statements of Operations (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Revenues:
Gross premiums written	$ 84,245	$ 67,632	$ 159,184	$ 125,390
Net premiums written	78,346	61,135	149,824	111,416
Net premiums earned	58,671	57,859	114,667	122,329
Net investment income	9,765	11,071	19,799	22,488
Net realized investment gains:
Other than temporary impairment losses on investments	(1,010)	(1,326)	(1,053)	(3,619)
Other than temporary impairment losses on investments recognized in other comprehensive income				541
Other net realized investment gains	3,816	3,267	9,616	6,780
Total net realized investment gains	2,806	1,941	8,563	3,702
Other income (loss)	247	(40)	301	(392)
Total revenues	71,489	70,831	143,330	148,127
Losses and Expenses:
Net losses and loss adjustment expenses	34,924	36,158	66,712	78,167
Acquisition costs and other underwriting expenses	24,472	23,760	48,949	46,927
Corporate and other operating expenses	2,472	2,336	4,817	4,824
Interest expense	1,181	1,470	2,354	2,948
Income before income taxes	8,440	7,107	20,498	15,261
Income tax benefit	(224)	(2,497)	(531)	(5,205)
Net income	$ 8,664	$ 9,604	$ 21,029	$ 20,466
Net income
Basic	$ 0.35	$ 0.35	$ 0.84	$ 0.73
Diluted	$ 0.34	$ 0.35	$ 0.84	$ 0.72
Weighted-average number of shares outstanding
Basic	25,049,888	27,829,555	25,052,488	28,223,321
Diluted	25,119,035	27,836,453	25,120,897	28,236,562

XML

Investments

6 Months Ended

Jun. 30, 2013

Investments

3. Investments

The amortized cost and estimated fair value of investments were as follows as of June 30, 2013 and December 31, 2012:

(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value		Other than temporary impairments recognized in AOCI (1)
As of June 30, 2013
Fixed maturities:
U.S. treasury and agency obligations	$	107,669	$	4,755	$	(133	)	$	112,291	$	—
Obligations of states and political subdivisions		191,641		4,948		(1,606	)		194,983		—
Mortgage-backed securities		255,226		4,980		(2,358	)		257,848		(6	)
Asset-backed securities		109,438		1,294		(503	)		110,229		(21	)
Commercial mortgage-backed securities		57,810		5		(980	)		56,835		—
Corporate bonds and loans		391,633		10,401		(930	)		401,104		—
Foreign corporate bonds		50,115		1,333		—			51,448		—
Total fixed maturities		1,163,532		27,716		(6,510	)		1,184,738		(27	)
Common stock		174,693		49,010		(1,120	)		222,583		—
Other invested assets		3,059		167		—			3,226		—
Total	$	1,341,284	$	76,893	$	(7,630	)	$	1,410,547	$	(27	)

(1) Represents the total amount of other than temporary impairment losses relating to factors other than credit losses recognized in accumulated other comprehensive income (“AOCI”).

(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value		Other than temporary impairments recognized in AOCI (2)
As of December 31, 2012
Fixed maturities:
U.S. treasury and agency obligations	$	102,186	$	6,559	$	(1	)	$	108,744	$	—
Obligations of states and political subdivisions		194,326		6,883		(132	)		201,077		—
Mortgage-backed securities		247,639		8,492		(189	)		255,942		(8	)
Asset-backed securities		111,289		2,071		(9	)		113,351		(24	)
Commercial mortgage-backed securities		8,070		60		(13	)		8,117		—
Corporate bonds and loans		469,860		16,739		(428	)		486,171		—
Foreign corporate bonds		53,724		2,196		—			55,920		—
Total fixed maturities		1,187,094		43,000		(772	)		1,229,322		(32	)
Common stock		167,179		32,847		(2,951	)		197,075		—
Other invested assets		3,049		83		—			3,132		—
Total	$	1,357,322	$	75,930	$	(3,723	)	$	1,429,529	$	(32	)

(2) Represents the total amount of other than temporary impairment losses relating to factors other than credit losses recognized in accumulated other comprehensive income (“AOCI”).

Excluding U.S. treasuries and agency bonds, the Company did not hold any debt or equity investments in a single issuer that was in excess of 3% of shareholders’ equity at June 30, 2013 or December 31, 2012.

The amortized cost and estimated fair value of the Company’s fixed maturities portfolio classified as available for sale at June 30, 2013, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

(Dollars in thousands)	Amortized Cost		Fair Value
Due in one year or less	$	105,566	$	107,190
Due after one year through five years		497,413		512,713
Due after five years through ten years		108,194		109,354
Due after ten years through fifteen years		3,860		4,660
Due after fifteen years		26,025		25,909
Mortgage-backed securities		255,226		257,848
Asset-backed securities		109,438		110,229
Commercial mortgage-backed securities		57,810		56,835
Total	$	1,163,532	$	1,184,738

The following table contains an analysis of the Company’s securities with gross unrealized losses, categorized by the period that the securities were in a continuous loss position as of June 30, 2013:

	Less than 12 months					12 months or longer (1)					Total
(Dollars in thousands)	Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses
Fixed maturities:
U.S. treasury and agency obligations	$	6,272	$	(133	)	$	—	$	—		$	6,272	$	(133	)
Obligations of states and political subdivisions		65,819		(1,543	)		4,550		(63	)		70,369		(1,606	)
Mortgage-backed securities		117,001		(2,356	)		188		(2	)		117,189		(2,358	)
Asset-backed securities		40,810		(502	)		3		(1	)		40,813		(503	)
Commercial mortgage-backed securities		52,096		(980	)		—		—			52,096		(980	)
Corporate bonds and loans		59,032		(829	)		1,628		(101	)		60,660		(930	)
Total fixed maturities		341,030		(6,343	)		6,369		(167	)		347,399		(6,510	)
Common stock		16,046		(881	)		1,299		(239	)		17,345		(1,120	)
Total	$	357,076	$	(7,224	)	$	7,668	$	(406	)	$	364,744	$	(7,630	)

(1) Fixed maturities in a gross unrealized loss position for twelve months or longer are primarily comprised of non-credit losses on investment grade securities where management does not intend to sell, and it is more likely than not that the Company will not be forced to sell the security before recovery. The Company has analyzed these securities and has determined that they are not other than temporarily impaired.

The following table contains an analysis of the Company’s securities with gross unrealized losses, categorized by the period that the securities were in a continuous loss position as of December 31, 2012:

	Less than 12 months					12 months or longer (2)					Total
(Dollars in thousands)	Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses
Fixed maturities:
U.S. treasury and agency obligations	$	2,002	$	(1	)	$	—	$	—		$	2,002	$	(1	)
Obligations of states and political subdivisions		33,204		(132	)		—		—			33,204		(132	)
Mortgage-backed securities		33,635		(172	)		640		(17	)		34,275		(189	)
Asset-backed securities		5,722		(3	)		4,763		(6	)		10,485		(9	)
Commercial mortgage-backed securities		2,839		(13	)		—		—			2,839		(13	)
Corporate bonds and loans		8,202		(274	)		3,308		(154	)		11,510		(428	)
Total fixed maturities		85,604		(595	)		8,711		(177	)		94,315		(772	)
Common stock		30,153		(2,284	)		3,950		(667	)		34,103		(2,951	)
Total	$	115,757	$	(2,879	)	$	12,661	$	(844	)	$	128,418	$	(3,723	)

(2) Fixed maturities in a gross unrealized loss position for twelve months or longer are primarily comprised of non-credit losses on investment grade securities where management does not intend to sell, and it is more likely than not that the Company will not be forced to sell the security before recovery. The Company has analyzed these securities and has determined that they are not other than temporarily impaired.

The Company regularly performs various analytical valuation procedures with respect to its investments, including reviewing each fixed maturity security in an unrealized loss position to assess whether the security is a candidate for credit loss. Specifically, the Company considers credit rating, market price, and issuer specific financial information, among other factors, to assess the likelihood of collection of all principal and interest as contractually due. Securities for which the Company determines that a credit loss is likely are subjected to further analysis through discounted cash flow testing to estimate the credit loss to be recognized in earnings, if any. The specific methodologies and significant assumptions used by asset class are discussed below. Upon identification of such securities and periodically thereafter, a detailed review is performed to determine whether the decline is considered other than temporary. This review includes an analysis of several factors, including but not limited to, the credit ratings and cash flows of the securities and the magnitude and length of time that the fair value of such securities is below cost.

For fixed maturities, the factors considered in reaching the conclusion that a decline below cost is other than temporary include, among others, whether:

(1) the issuer is in financial distress;

(2) the investment is secured;

(3) a significant credit rating action occurred;

(4) scheduled interest payments were delayed or missed;

(5) changes in laws or regulations have affected an issuer or industry;

(6) the investment has an unrealized loss and was identified by the Company’s investment manager as an investment to be sold before recovery or maturity; and

(7) the investment failed cash flow projection testing to determine if anticipated principal and interest payments will be realized.

According to accounting guidance, for debt securities in an unrealized loss position, the Company is required to assess whether it has the intent to sell the debt security or more likely than not will be required to sell the debt security before the anticipated recovery. If either of these conditions is met the Company must recognize an other than temporary impairment with the entire unrealized loss being recorded through earnings. For debt securities in an unrealized loss position not meeting these conditions, the Company assesses whether the impairment of a security is other than temporary. If the impairment is deemed to be other than temporary, the Company must separate the other than temporary impairment into two components: the amount representing the credit loss and the amount related to all other factors, such as changes in interest rates. The credit loss represents the portion of the amortized book value in excess of the net present value of the projected future cash flows discounted at the effective interest rate implicit in the debt security prior to impairment. The credit loss component of the other than temporary impairment is recorded through earnings, whereas the amount relating to factors other than credit losses are recorded in other comprehensive income, net of taxes.

For equity securities, management carefully reviews all securities with unrealized losses to determine if a security should be impaired with a focus on securities that have either:

(1) persisted with unrealized losses for more than twelve consecutive months or

(2) the value of the investment has been 20% or more below cost for six continuous months or more.

The amount of any write-down, including those that are deemed to be other than temporary, is included in earnings as a realized loss in the period in which the impairment arose.

The following is a description, by asset type, of the methodology and significant inputs that the Company used to measure the amount of credit loss recognized in earnings, if any:

U.S. treasury and agency obligations – As of June 30, 2013, gross unrealized losses related to U.S. treasury and agency obligations were $0.133 million. All unrealized losses have been in an unrealized loss position for less than twelve months. All of these securities are rated AA+. The Company’s investment manager conducts extensive macroeconomic and market analysis which are driven by moderate interest rate anticipation, yield curve management, and security selection.

Obligations of states and political subdivisions – As of June 30, 2013, gross unrealized losses related to obligations of states and political subdivisions were $1.606 million. Of this amount, $0.063 million have been in an unrealized loss position for twelve months or greater. All of these securities are rated AAA. The Company’s investment manager considers all factors that influence performance of the municipal bond market, including investor expectations, supply and demand patterns, and current versus historical yield and spread relationships. The manager relies on the output of its fixed income credit analysts, including dedicated municipal bond analysts. The dedicated municipal analysts perform extensive in-house fundamental analysis on each issuer, regardless of their rating by the major agencies.

Mortgage-backed securities (“MBS”) – As of June 30, 2013, gross unrealized losses related to mortgage-backed securities were $2.358 million. Of this amount, $0.002 million have been in an unrealized loss position for twelve months or greater. All of the securities in an unrealized loss position for twelve months or greater are rated BB or higher. The Company’s investment manager models each mortgage-backed security to project principal losses under downside, base, and upside scenarios for the economy and home prices. The primary assumption that drives the security and loan level modeling is the Home Price Index (“HPI”) projection. The Company’s investment manager first projects HPI at the national level, then at the zip code level based on the historical relationship between the individual zip code HPI and the national HPI, using inputs from its macroeconomic team, mortgage portfolio management team, and structured analyst team. The model utilizes loan level data and borrower characteristics including FICO score, geographic location, original and current loan size, loan age, mortgage rate and type (fixed rate / interest-only / adjustable rate mortgage), issuer / originator, residential type (owner occupied / investor property), dwelling type (single family / multi-family), loan purpose, level of documentation, and delinquency status as inputs. The model also includes the explicit treatment of silent second liens, utilization of loan modification history, and the application of roll rate adjustments.

Asset-backed securities (“ABS”) – As of June 30, 2013, gross unrealized losses related to asset-backed securities were $0.503 million. Of this amount, $0.001 million have been in an unrealized loss position for twelve months or greater. All of these securities are rated A. The weighted average credit enhancement for the Company’s asset-backed portfolio is 30.1. This represents the percentage of pool losses that can occur before an asset-backed security will incur its first dollar of principle losses. The Company’s investment manager analyzes every ABS transaction on a stand-alone basis. This analysis involves a thorough review of the collateral, prepayment, and structural risk in each transaction. Additionally, their analysis includes an in-depth credit analysis of the originator and servicer of the collateral. The Company’s investment manager projects an expected loss for a deal given a set of assumptions specific to the asset type. These assumptions are used to calculate at what level of losses that the deal will incur a dollar of loss. The major assumptions used to calculate this ratio are loss severities, recovery lags, and no advances on principal and interest.

Commercial mortgage-backed securities (“CMBS”) – As of June 30, 2013, gross unrealized losses related to CMBS were $0.980 million. All unrealized losses have been in an unrealized loss position for less than twelve months. The weighted average credit enhancement for the Company’s CMBS portfolio is 31.0. This represents the percentage of pool losses that can occur before a mortgage-backed security will incur its first dollar of principle losses. For the Company’s CMBS portfolio, a loan level analysis is utilized where every underlying CMBS loan is re-underwritten based on the Company’s investment manager’s internally generated set of assumptions that reflect their expectation for the future path of the economy. In the analysis, the focus is centered on stressing the significant variables that influence commercial loan defaults and collateral losses in CMBS deals. These variables include: (1) occupancies are projected to drop; (2) capitalization rates vary by property type and are forecasted to return to more normalized levels as the capital markets repair and capital begins to flow again; and (3) property value was stressed by using projected property performance and projected capitalization rates. Term risk is triggered if projected debt service coverage rate falls below 1x. Balloon risk is triggered if a property’s projected performance does not satisfy new, tighter mortgage standards.

Corporate bonds and loans – As of June 30, 2013, gross unrealized losses related to corporate bonds and loans were $0.930 million. Of this amount, $0.101 million have been in an unrealized loss position for twelve months or greater. The Company’s investment manager’s analysis for this sector includes maintaining detailed financial models that include a projection of each issuer’s future financial performance, including prospective debt servicing capabilities, capital structure composition, and the value of the collateral. The analysis incorporates the macroeconomic environment, industry conditions in which the issuer operates, issuer’s current competitive position, vulnerability to changes in the competitive environment, regulatory environment, issuer liquidity, issuer commitment to bondholders, issuer creditworthiness, and asset protection. Part of the process also includes running downside scenarios to evaluate the expected likelihood of default as well as potential losses in the event of default.

Common stocks – As of June 30, 2013, gross unrealized losses related to common stock were $1.120 million. Of this amount, $0.239 million have been in an unrealized loss position for twelve months or greater. To determine if an other than temporary impairment of an equity security has occurred, the Company considers, among other things, the severity and duration of the decline in fair value of the equity security. The Company also examines other factors to determine if the equity security could recover its value in a reasonable period of time.

The Company recorded the following other than temporary impairments (“OTTI”) on its investment portfolio for the quarters and six months ended June 30, 2013 and 2012:

(Dollars in thousands)	Quarters Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Fixed maturities:
OTTI losses, gross	$	(68	)	$	(164	)	$	(111	)	$	(1,059	)
Portion of loss recognized in other comprehensive income (pre-tax)		—			—			—			541
Net impairment losses on fixed maturities recognized in earnings		(68	)		(164	)		(111	)		(518	)
Equity securities		(942	)		(1,162	)		(942	)		(2,560	)
Total	$	(1,010	)	$	(1,326	)	$	(1,053	)	$	(3,078	)

The following table is an analysis of the credit losses recognized in earnings on debt securities held by the Company for the quarters and six months ended June 30, 2013 and 2012 for which a portion of the OTTI loss was recognized in other comprehensive income.

(Dollars in thousands)	Quarters Ended June 30,					Six Months Ended June 30,
	2013		2012			2013		2012
Balance at beginning of period	$	86	$	141		$	86	$	86
Additions where no OTTI was previously recorded		—		—			—		55
Additions where an OTTI was previously recorded		—		—			—		—
Reductions for securities for which the company intends to sell or more likely than not will be required to sell before recovery		—		—			—		—
Reductions reflecting increases in expected cash flows to be collected		—		—			—		—
Reductions for securities sold during the period		—		(55	)		—		(55	)
Balance at end of period	$	86	$	86		$	86	$	86

Accumulated Other Comprehensive Income, Net of Tax

Accumulated other comprehensive income as of June 30, 2013 and December 31, 2012 was as follows:

(Dollars in thousands)	June 30, 2013			December 31, 2012
Net unrealized gains (losses) from:
Fixed maturities	$	21,206		$	42,228
Common stock		47,890			29,896
Other		(69	)		83
Deferred taxes		(21,453	)		(18,857	)
Accumulated other comprehensive income, net of tax	$	47,574		$	53,350

The changes in accumulated other comprehensive income, net of tax, by component for the six months ended June 30, 2013 was as follows:

Six Months Ended June 30, 2013 (Dollars in thousands)	Unrealized Gains and Losses on Available for Sale Securities, Net of Tax			Foreign Currency Items, Net of Tax			Accumulated Other Comprehensive Income, Net of Tax
Beginning balance	$	53,435		$	(85	)	$	53,350
Other comprehensive income (loss) before reclassification		30			(154	)		(124	)
Amounts reclassified from accumulated other comprehensive income (loss)		(5,840	)		188			(5,652	)
Other comprehensive income (loss)		(5,810	)		34			(5,776	)
Ending balance	$	47,625		$	(51	)	$	47,574

The reclassifications out of accumulated other comprehensive income for the quarter and six months ended June 30, 2013 were as follows:

(Dollars in thousands)	Amount Reclassified from Accumulated Other Comprehensive Income
Details about Accumulated Other Comprehensive Income Components	Quarter Ended June 30, 2013			Six Months Ended June 30, 2013			Affected Line Item in the Statement Where Net Income is Presented
Unrealized gains and losses on available for sale securities	$	(4,018	)	$	(9,906	)	Other net realized investment gains
		1,010			1,053		Other than temporary impairment losses on investments
		(3,008	)		(8,853	)	Total before tax
		1,053			3,013		Income tax (expense) benefit
	$	(1,955	)	$	(5,840	)	Net of tax
Foreign Currency Items
		202			290		Other net realized investment gains
		(71	)		(102	)	Income tax (expense) benefit
	$	131		$	188		Net of tax
Total reclassifications	$	(1,824	)	$	(5,652	)	Net of tax

Net Realized Investment Gains

The components of net realized investment gains for the quarters and six months ended June 30, 2013 and 2012 were as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Fixed maturities:
Gross realized gains	$	287		$	2,026		$	674		$	2,758
Gross realized losses		(339	)		(781	)		(396	)		(1,603	)
Net realized gains (losses)		(52	)		1,245			278			1,155
Common stock:
Gross realized gains		4,532			2,123			10,013			5,390
Gross realized losses		(1,674	)		(1,427	)		(1,728	)		(2,843	)
Net realized gains		2,858			696			8,285			2,547
Total net realized investment gains	$	2,806		$	1,941		$	8,563		$	3,702

The proceeds from sales of available-for-sale securities resulting in net realized investment gains for the six months ended June 30, 2013 and 2012 were as follows:

	Six Months Ended June 30,
(Dollars in thousands)	2013		2012
Fixed maturities	$	193,642	$	270,873
Equity securities		42,551		25,159

Net Investment Income

The sources of net investment income for the quarters and six months ended June 30, 2013 and 2012 were as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Fixed maturities	$	9,039		$	10,467		$	18,866		$	21,826
Equity securities		1,660			1,628			2,952			2,711
Cash and cash equivalents		31			43			81			86
Other invested assets		141			—			141			156
Total investment income		10,871			12,138			22,040			24,779
Investment expense		(1,106	)		(1,067	)		(2,241	)		(2,291	)
Net investment income	$	9,765		$	11,071		$	19,799		$	22,488

The Company’s total investment return on a pre-tax basis for the quarters and six months ended June 30, 2013 and 2012 were as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Net investment income	$	9,765		$	11,071		$	19,799		$	22,488
Net realized investment gains		2,806			1,941			8,563			3,702
Net unrealized investment gains (losses)		(15,391	)		(11,951	)		(3,180	)		11,834
Net investment return		(12,585	)		(10,010	)		5,383			15,536
Total investment return	$	(2,820	)	$	1,061		$	25,182		$	38,024
Total investment return % (1)		(0.2	%)		0.1	%		1.6	%		2.4	%
Average investment portfolio (2)	$	1,532,639		$	1,604,406		$	1,529,251		$	1,606,186

(1) Not annualized.

(2) Average of total cash and invested assets, net of receivable/payable for securities purchased and sold, as of the beginning and ending of the period.

Insurance Enhanced Municipal Bonds

As of June 30, 2013, the Company held insurance enhanced municipal bonds of approximately $34.6 million, which represented approximately 2.3% of the Company’s total cash and invested assets, net of payable/receivable for securities purchased and sold. These securities had an average rating of “AA-.” Approximately $4.6 million of these bonds are pre-refunded with U.S. treasury securities, of which $1.6 million are backed by financial guarantors, meaning that funds have been set aside in escrow to satisfy the future interest and principal obligations of the bond. Of the remaining $30.0 million of insurance enhanced municipal bonds, $15.1 million would have carried a lower credit rating had they not been insured. The following table provides a breakdown of the ratings for these municipal bonds with and without insurance.

(Dollars in thousands)	Ratings with Insurance		Ratings without Insurance
Rating
AAA	$	8,837	$	—
AA		—		8,837
A		6,277		6,277
Total	$	15,114	$	15,114

A summary of the Company’s insurance enhanced municipal bonds that are backed by financial guarantors, including the pre-refunded bonds that are escrowed in U.S. government obligations, as of June 30, 2013, is as follows:

	Total		Pre-refunded Securities		Government Guaranteed Securities		Exposure Net of Pre-refunded & Government Guaranteed Securities
(Dollars in thousands)
Financial Guarantor
Ambac Financial Group	$	2,333	$	1,267	$	—	$	1,066
Assured Guaranty Corporation		11,241		—		—		11,241
Municipal Bond Insurance Association		7,134		—		—		7,134
Gov’t National Housing Association		1,948		285		1,663		—
Permanent School Fund Guaranty		8,837		—		8,837		—
Total backed by financial guarantors		31,493		1,552		10,500		19,441
Other credit enhanced municipal bonds		3,060		3,060		—		—
Total	$	34,553	$	4,612	$	10,500	$	19,441

In addition to the $34.6 million of insurance enhanced municipal bonds, the Company also held insurance enhanced asset-backed and credit securities with a market value of approximately $19.0 million, which represented approximately 1.2% of the Company’s total invested assets net of receivable/payable for securities purchased and sold. The financial guarantors of the Company’s $19.0 million of insurance enhanced asset-backed and credit securities include Municipal Bond Insurance Association ($4.5 million), Ambac ($1.6 million), Assured Guaranty Corporation ($7.7 million), and Other ($5.2 million).

The Company had no direct investments in the entities that have provided financial guarantees or other credit support to any security held by the Company at June 30, 2013.

Bonds Held on Deposit

Certain cash balances, cash equivalents, equity securities and bonds available for sale were deposited with various governmental authorities in accordance with statutory requirements, were held as collateral pursuant to borrowing arrangements, or were held in trust pursuant to intercompany reinsurance agreements. The fair values were as follows as of June 30, 2013 and December 31, 2012:

	Estimated Fair Value
(Dollars in thousands)	June 30, 2013		December 31, 2012
On deposit with governmental authorities	$	41,931	$	42,492
Intercompany trusts held for the benefit of U.S. policyholders		570,558		553,893
Held in trust pursuant to third party requirements		116,969		132,684
Held in trust pursuant to U.S. regulatory requirements for the benefit of U.S. policyholders		6,349		6,368
Securities held as collateral for borrowing arrangements		41,236		—
Total	$	777,043	$	735,437

XML

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2013

Company's Invested Assets Measured at Fair Value on Recurring Basis

The following table presents information about the Company’s invested assets measured at fair value on a recurring basis as of June 30, 2013 and December 31, 2012, and indicates the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value.

As of June 30, 2013	Fair Value Measurements
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Fixed maturities:
U.S. treasury and agency obligations	$	100,098	$	12,193	$	—	$	112,291
Obligations of states and political subdivisions		—		194,983		—		194,983
Mortgage-backed securities		—		257,848		—		257,848
Commercial mortgage-backed securities		—		56,835		—		56,835
Asset-backed securities		—		110,229		—		110,229
Corporate bonds and loans		—		401,104		—		401,104
Foreign corporate bonds		—		51,448		—		51,448
Total fixed maturities		100,098		1,084,640		—		1,184,738
Common stock		222,583		—		—		222,583
Other invested assets		—		—		3,226		3,226
Total invested assets	$	322,681	$	1,084,640	$	3,226	$	1,410,547

As of December 31, 2012	Fair Value Measurements
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Fixed maturities:
U.S. treasury and agency obligations	$	89,981	$	18,763	$	—	$	108,744
Obligations of states and political subdivisions		—		201,077		—		201,077
Mortgage-backed securities		—		255,942		—		255,942
Commercial mortgage-backed securities		—		8,117		—		8,117
Asset-backed securities		—		113,351		—		113,351
Corporate bonds and loans		—		486,171		—		486,171
Foreign corporate bonds		—		55,920		—		55,920
Total fixed maturities		89,981		1,139,341		—		1,229,322
Common stock		197,075		—		—		197,075
Other invested assets		—		—		3,132		3,132
Total invested assets	$	287,056	$	1,139,341	$	3,132	$	1,429,529

Changes in Level 3 Investments Measured at Fair Value on a Recurring Basis

The following table presents changes in Level 3 investments measured at fair value on a recurring basis for the quarters and six months ended June 30, 2013 and 2012:

	Other Invested Assets
(Dollars in thousands)	Quarters Ended					Six Months Ended
	June 30, 2013		June 30, 2012			June 30, 2013		June 30, 2012
Beginning balance	$	3,105	$	8,632		$	3,132	$	6,617
Total gains (losses) (realized / unrealized):
Included in accumulated other comprehensive income (loss)		121		(42	)		84		1,967
Purchases		—		—			10		6
Ending balance	$	3,226	$	8,590		$	3,226	$	8,590
Losses included in earnings of the period attributable to the change in unrealized losses related to assets still held at the end of the period	$	—	$	—		$	—	$	—

Fair Value and Future Funding Commitments Related to These Investments

The following table provides the fair value and future funding commitments related to these investments at June 30, 2013.

(Dollars in thousands)	Fair Value		Future Funding Commitments
Equity Fund, LP (1)	$	3,226	$	2,497
Real Estate Fund, LP (2)		—		—
Total	$	3,226	$	2,497

(1) This limited partnership invests in companies from various business sectors whereby the partnership has acquired control of the operating business as a lead or organizing investor. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner.

(2) This limited partnership invests in real estate assets through a combination of direct or indirect investments in partnerships, limited liability companies, mortgage loans, and lines of credit. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner. The Company continues to hold an investment in this limited partnership and has written the fair value down to zero.

XML

Reconciliation of Weighted Average Shares for Basic and Diluted Earnings Per Share (Detail)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Reconciliation Of Basic Weighted Average Shares To Diluted Weighted Average Shares [Line Items]
Weighted average shares for basic earnings per share	25,049,888	27,829,555	25,052,488	28,223,321
Weighted average shares for diluted earnings per share	25,119,035	27,836,453	25,120,897	28,236,562
Restricted Stock
Reconciliation Of Basic Weighted Average Shares To Diluted Weighted Average Shares [Line Items]
Non-vested restricted stock and options	33,178	6,880	38,759	13,223
Stock Options
Reconciliation Of Basic Weighted Average Shares To Diluted Weighted Average Shares [Line Items]
Non-vested restricted stock and options	35,969	18	29,650	18

XML

Components of Income Tax Expense (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Current income tax expense (benefit):
Foreign	$ 37	$ 45	$ 74	$ (629)
U.S. Federal	2,248	(2,185)	1,610	(6,687)
Total current income tax expense (benefit)	2,285	(2,140)	1,684	(7,316)
Deferred income tax expense (benefit):
U.S. Federal	(2,509)	(357)	(2,215)	2,111
Total deferred income tax expense (benefit)	(2,509)	(357)	(2,215)	2,111
Total income tax benefit	$ (224)	$ (2,497)	$ (531)	$ (5,205)

XML

Earnings Per Share

6 Months Ended

Jun. 30, 2013

Earnings Per Share

11. Earnings Per Share

Earnings per share have been computed using the weighted average number of ordinary shares and ordinary share equivalents outstanding during the period.

The following table sets forth the computation of basic and diluted earnings per share:

(Dollars in thousands,	Quarters Ended June 30,				Six Months Ended June 30,
except share and per share data)	2013		2012		2013		2012
Net income	$	8,664	$	9,604	$	21,029	$	20,466
Basic earnings per share:
Weighted average shares outstanding - basic		25,049,888		27,829,555		25,052,488		28,223,321
Net income per share	$	0.35	$	0.35	$	0.84	$	0.73
Diluted earnings per share:
Weighted average shares outstanding - diluted		25,119,035		27,836,453		25,120,897		28,236,562
Net income per share	$	0.34	$	0.35	$	0.84	$	0.72

A reconciliation of weighted average shares for basic earnings per share to weighted average shares for diluted earnings per share is as follows:

	Quarters Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Weighted average shares for basic earnings per share		25,049,888		27,829,555		25,052,488		28,223,321
Non-vested restricted stock		33,178		6,880		38,759		13,223
Options		35,969		18		29,650		18
Weighted average shares for diluted earnings per share		25,119,035		27,836,453		25,120,897		28,236,562

The weighted average shares outstanding used to determine dilutive earnings per share for the quarters ended June 30, 2013 and 2012 do not include 145,450 and 565,775 shares, respectively, which were deemed to be anti-dilutive. The weighted average shares outstanding used to determine dilutive earnings per share for the six months ended June 30, 2013 and 2012 do not include 145,450 and 565,775 shares, respectively, which were deemed to be anti-dilutive.

XML

Summary of Insurance Enhanced Municipal Bonds Backed by Financial Guarantors (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	$ 34,553
Ambac Financial Group
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	2,333
Assured Guaranty Corporation
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	11,241
Municipal Bond Insurance Association
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	7,134
Gov't National Housing Association
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	1,948
Permanent School Fund Guaranty
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	8,837
Financial Guarantors
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	31,493
Other Credit Enhanced Municipal Bonds
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	3,060
Pre-Refunded Securities
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	4,612
Pre-Refunded Securities | Ambac Financial Group
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	1,267
Pre-Refunded Securities | Gov't National Housing Association
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	285
Pre-Refunded Securities | Financial Guarantors
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	1,552
Pre-Refunded Securities | Other Credit Enhanced Municipal Bonds
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	3,060
Government Guaranteed Securities
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	10,500
Government Guaranteed Securities | Gov't National Housing Association
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	1,663
Government Guaranteed Securities | Permanent School Fund Guaranty
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	8,837
Government Guaranteed Securities | Financial Guarantors
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	10,500
Exposure Net Of Pre-refunded & Government Guaranteed Securities
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	19,441
Exposure Net Of Pre-refunded & Government Guaranteed Securities | Ambac Financial Group
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	1,066
Exposure Net Of Pre-refunded & Government Guaranteed Securities | Assured Guaranty Corporation
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	11,241
Exposure Net Of Pre-refunded & Government Guaranteed Securities | Municipal Bond Insurance Association
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	7,134
Exposure Net Of Pre-refunded & Government Guaranteed Securities | Financial Guarantors
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	$ 19,441

XML

Differences in Tax and Estimated Tax Provisions at Weighted Average Tax Rate (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Income Tax [Line Items]
Expected tax provision at weighted average rate, Amount	$ (1,297)	$ (256)	$ (950)	$ 279
Adjustments:
Tax exempt interest, Amount	(261)	(372)	(556)	(779)
Dividend exclusion, Amount	(336)	(297)	(588)	(532)
Effective tax rate adjustment, Amount	1,641	(1,588)	1,532	(4,175)
Other, Amount	29	16	31	2
Total income tax benefit	$ (224)	$ (2,497)	$ (531)	$ (5,205)
Expected tax provision at weighted average rate, % of Pre-Tax Income	(15.40%)	(3.60%)	(4.60%)	1.80%
Tax exempt interest, % of Pre-Tax Income	(3.10%)	(5.20%)	(2.70%)	(5.10%)
Dividend exclusion, % of Pre-Tax Income	(4.00%)	(4.20%)	(2.90%)	(3.50%)
Effective tax rate adjustment, % of Pre-Tax Income	19.40%	(22.30%)	7.50%	(27.30%)
Other, % of Pre-Tax Income	0.40%	0.20%	0.10%
Income tax benefit, % of Pre-Tax Income	(2.70%)	(35.10%)	(2.60%)	(34.10%)

XML

Schedule of Other Than Temporary Impairments on Investments (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Schedule of Available-for-sale Securities [Line Items]
OTTI losses, gross	$ (68)	$ (164)	$ (111)	$ (1,059)
Portion of loss recognized in other comprehensive income (pre-tax)				541
Net impairment losses on fixed maturities recognized in earnings	(68)	(164)	(111)	(518)
Equity securities	(942)	(1,162)	(942)	(2,560)
Total	$ (1,010)	$ (1,326)	$ (1,053)	$ (3,078)

XML

Shareholders' Equity (Tables)

6 Months Ended

Jun. 30, 2013

Information with Respect to A Ordinary Shares that were Surrendered or Repurchased

The following table provides information with respect to the A ordinary shares that were surrendered or repurchased during the quarter ended June 30, 2013:

Period(1)	Total Number of Shares Purchased			Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan or Program		Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program(2)
April 1 – 30, 2013		—		$	—		—	$	16,857,963
May 1 – 31, 2013		—		$	—		—	$	16,857,963
June 1 – 30, 2013		507	(3)	$	23.03		—	$	16,857,963
Total		507		$	23.03		—

(1) Based on settlement date.

(2) Approximate dollar value of shares that may yet be purchased is as of the last date of the applicable month.

(3) Surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

The following table provides information with respect to the A ordinary shares that were surrendered or repurchased during the quarter ended June 30, 2012:

Period(1)	Total Number of Shares Purchased			Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan or Program		Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program(2)
April 1 – 30, 2012		54,419	(3), (5)	$	18.83		54,334	$	60,902,382
May 1 – 31, 2012		—			—		—	$	60,902,382
June 1 – 30, 2012		2,913,959	(4), (5)	$	21.75		2,913,464	$	—
Total		2,968,378		$	21.70		2,967,798

(1) Based on settlement date.

(2) Approximate dollar value of shares that may yet be purchased is as of the last date of the applicable month.

(3) Includes 85 shares surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

(4) Includes 495 shares surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

(5) Purchased as part of the repurchase authorization announced in September 2011.

XML

Liability for Unpaid Losses and Loss Adjustment Expenses (Tables)

6 Months Ended

Jun. 30, 2013

Summarized Activity in Liability for Unpaid Losses and Loss Adjustment Expenses

Activity in the liability for unpaid losses and loss adjustment expenses is summarized as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Balance at beginning of period	$	864,167		$	960,924		$	879,114		$	971,377
Less: Ceded reinsurance receivables		237,960			279,341			240,546			283,652
Net balance at beginning of period		626,207			681,583			638,568			687,725
Incurred losses and loss adjustment expenses related to:
Current year		35,629			36,776			70,087			80,285
Prior years		(705	)		(618	)		(3,375	)		(2,118	)
Total incurred losses and loss adjustment expenses		34,924			36,158			66,712			78,167
Paid losses and loss adjustment expenses related to:
Current year		14,131			12,936			19,264			19,252
Prior years		31,898			37,700			70,913			79,534
Total paid losses and loss adjustment expenses		46,029			50,636			90,177			98,786
Net balance at end of period		615,103			667,105			615,103			667,105
Plus: Ceded reinsurance receivables		229,815			274,178			229,815			274,178
Balance at end of period	$	844,918		$	941,283		$	844,918		$	941,283

XML

Schedule of Total Investment Return (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended				6 Months Ended
	Jun. 30, 2013		Jun. 30, 2012		Jun. 30, 2013		Jun. 30, 2012
Net Investment Income [Line Items]
Net investment income	$ 9,765		$ 11,071		$ 19,799		$ 22,488
Net realized investment gains	2,806		1,941		8,563		3,702
Net unrealized investment gains (losses)	(15,391)		(11,951)		(3,180)		11,834
Net investment return	(12,585)		(10,010)		5,383		15,536
Total investment return	(2,820)		1,061		25,182		38,024
Total investment return %	(0.20%)	[1]	0.10%	[1]	1.60%	[1]	2.40%	[1]
Average investment portfolio	$ 1,532,639	[2]	$ 1,604,406	[2]	$ 1,529,251	[2]	$ 1,606,186	[2]

[1] Not annualized.

[2] Average of total cash and invested assets, net of receivable/payable for securities purchased and sold, as of the beginning and ending of the period.

XML

Schedule of Amortized Cost and Estimated Fair Value of Investments (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013		Dec. 31, 2012
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	$ 1,341,284		$ 1,357,322
Gross Unrealized Gains	76,893		75,930
Gross Unrealized Losses	(7,630)		(3,723)
Estimated Fair Value	1,410,547		1,429,529
Other than temporary impairments recognized in AOCI	(27)	[1]	(32)	[1]
Common Shares
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	174,693		167,179
Gross Unrealized Gains	49,010		32,847
Gross Unrealized Losses	(1,120)		(2,951)
Estimated Fair Value	222,583		197,075
Other Invested Assets
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	3,059		3,049
Gross Unrealized Gains	167		83
Estimated Fair Value	3,226		3,132
Fixed Maturities
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	1,163,532		1,187,094
Gross Unrealized Gains	27,716		43,000
Gross Unrealized Losses	(6,510)		(772)
Estimated Fair Value	1,184,738		1,229,322
Other than temporary impairments recognized in AOCI	(27)	[1]	(32)	[1]
Fixed Maturities | U.S. Treasury And Agency Obligations
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	107,669		102,186
Gross Unrealized Gains	4,755		6,559
Gross Unrealized Losses	(133)		(1)
Estimated Fair Value	112,291		108,744
Fixed Maturities | Obligations of States and Political Subdivisions
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	191,641		194,326
Gross Unrealized Gains	4,948		6,883
Gross Unrealized Losses	(1,606)		(132)
Estimated Fair Value	194,983		201,077
Fixed Maturities | Mortgage Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	255,226		247,639
Gross Unrealized Gains	4,980		8,492
Gross Unrealized Losses	(2,358)		(189)
Estimated Fair Value	257,848		255,942
Other than temporary impairments recognized in AOCI	(6)	[1]	(8)	[1]
Fixed Maturities | Asset-backed Securities
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	109,438		111,289
Gross Unrealized Gains	1,294		2,071
Gross Unrealized Losses	(503)		(9)
Estimated Fair Value	110,229		113,351
Other than temporary impairments recognized in AOCI	(21)	[1]	(24)	[1]
Fixed Maturities | Commercial Mortgage-Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	57,810		8,070
Gross Unrealized Gains	5		60
Gross Unrealized Losses	(980)		(13)
Estimated Fair Value	56,835		8,117
Fixed Maturities | Corporate bonds and loans
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	391,633		469,860
Gross Unrealized Gains	10,401		16,739
Gross Unrealized Losses	(930)		(428)
Estimated Fair Value	401,104		486,171
Fixed Maturities | Foreign Corporate Bonds
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	50,115		53,724
Gross Unrealized Gains	1,333		2,196
Estimated Fair Value	$ 51,448		$ 55,920

[1] Represents the total amount of other than temporary impairment losses relating to factors other than credit losses recognized in accumulated other comprehensive income ("AOCI").

XML

Schedule of Accumulated Other Comprehensive Income, Net of Tax (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Schedule of Available-for-sale Securities [Line Items]
Deferred taxes	$ (21,453)	$ (18,857)
Accumulated other comprehensive income, net of tax	47,574	53,350
Fixed Maturities
Schedule of Available-for-sale Securities [Line Items]
Net unrealized gains	21,206	42,228
Common Shares
Schedule of Available-for-sale Securities [Line Items]
Net unrealized gains	47,890	29,896
Other
Schedule of Available-for-sale Securities [Line Items]
Net unrealized gains	$ (69)	$ 83

XML

Summary of Estimated Fair Values of Bonds Held on Deposit (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Schedule of Available-for-sale Securities [Line Items]
Estimated Fair Value	$ 777,043	$ 735,437
On Deposit With Governmental Authorities
Schedule of Available-for-sale Securities [Line Items]
Estimated Fair Value	41,931	42,492
Intercompany Trusts Held For Benefit Of U.S. Policyholders
Schedule of Available-for-sale Securities [Line Items]
Estimated Fair Value	570,558	553,893
Held In Trust Pursuant To Third Party Requirements
Schedule of Available-for-sale Securities [Line Items]
Estimated Fair Value	116,969	132,684
Held In Trust Pursuant To U.S. Regulatory Requirements For Benefit Of U.S. Policyholders
Schedule of Available-for-sale Securities [Line Items]
Estimated Fair Value	6,349	6,368
Securities held as collateral for borrowing arrangements
Schedule of Available-for-sale Securities [Line Items]
Estimated Fair Value	$ 41,236

XML

Principles of Consolidation and Basis of Presentation - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2013 Segment
Organization And Basis Of Presentation [Line Items]
Date of incorporation	Mar. 09, 2010
State of incorporation	Ireland
Kind of listing	A ordinary shares
Date of change in trading symbol	Jul. 06, 2010
Change in trading symbol	"INDM" to "GBLI."
Number of business segments	2
UNG Trust I and UNG Trust II
Organization And Basis Of Presentation [Line Items]
Floating rate capital securities	$ 30.0
Floating rate common securities issued	0.9
Sole asset of unconsolidated business trust subsidiary	$ 30.9

XML

Net Balances due to Wind River Reinsurance (Detail) (Hiscox Bermuda, USD $) In Thousands, unless otherwise specified	Jun. 30, 2013
Hiscox Bermuda
Related Party Transaction [Line Items]
Net balance receivable	$ 3,228

XML

Estimated Earned Premium and Incurred Losses (Detail) (Hiscox Bermuda, USD $) In Thousands, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013
Hiscox Bermuda
Related Party Transaction [Line Items]
Assumed earned premium	$ 654	$ 1,008
Assumed losses and loss adjustment expenses	$ 289	$ 378

XML

Components of Net Realized Investment Gains (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Schedule of Available-for-sale Securities [Line Items]
Total net realized investment gains	$ 2,806	$ 1,941	$ 8,563	$ 3,702
Fixed Maturities
Schedule of Available-for-sale Securities [Line Items]
Gross realized gains	287	2,026	674	2,758
Gross realized losses	(339)	(781)	(396)	(1,603)
Total net realized investment gains	(52)	1,245	278	1,155
Common Shares
Schedule of Available-for-sale Securities [Line Items]
Gross realized gains	4,532	2,123	10,013	5,390
Gross realized losses	(1,674)	(1,427)	(1,728)	(2,843)
Total net realized investment gains	$ 2,858	$ 696	$ 8,285	$ 2,547

XML

Summary of Business Segment Information (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended				6 Months Ended
	Jun. 30, 2013		Jun. 30, 2012		Jun. 30, 2013		Jun. 30, 2012		Dec. 31, 2012
Revenues:
Gross premiums written	$ 84,245		$ 67,632		$ 159,184		$ 125,390
Net premiums written	78,346		61,135		149,824		111,416
Net premiums earned	58,671		57,859		114,667		122,329
Other income (loss)	247		(40)		301		(392)
Total revenues	58,918		57,819		114,968		121,937
Losses and Expenses:
Net losses and loss adjustment expenses	34,924		36,158		66,712		78,167
Acquisition costs and other underwriting expenses	24,472		23,760		48,949		46,927
Income (loss) from segments	(478)		(2,099)		(693)		(3,157)
Unallocated Items:
Net investment income	9,765		11,071		19,799		22,488
Net realized investment gains	2,806		1,941		8,563		3,702
Corporate and other operating expenses	(2,472)		(2,336)		(4,817)		(4,824)
Interest expense	(1,181)		(1,470)		(2,354)		(2,948)
Income before income taxes	8,440		7,107		20,498		15,261
Income tax benefit	(224)		(2,497)		(531)		(5,205)
Net income	8,664		9,604		21,029		20,466
Total assets	1,914,822		1,991,623		1,914,822		1,991,623		1,903,703
Insurance Operations
Revenues:
Gross premiums written	61,879	[1]	52,371	[1]	112,967	[1]	100,205	[1]
Net premiums written	56,387	[1]	45,874	[1]	104,015	[1]	86,780	[1]
Net premiums earned	46,916	[1]	43,503	[1]	92,157	[1]	91,004	[1]
Other income (loss)	248	[1]	159	[1]	329	[1]	313	[1]
Total revenues	47,164	[1]	43,662	[1]	92,486	[1]	91,317	[1]
Losses and Expenses:
Net losses and loss adjustment expenses	30,608	[1]	29,871	[1]	59,350	[1]	63,022	[1]
Acquisition costs and other underwriting expenses	20,686	[1],[2]	19,599	[1],[3]	41,081	[1],[4]	39,018	[1],[5]
Income (loss) from segments	(4,130)	[1]	(5,808)	[1]	(7,945)	[1]	(10,723)	[1]
Unallocated Items:
Total assets	1,245,274	[1]	1,364,643	[1]	1,245,274	[1]	1,364,643	[1]
Reinsurance Operations
Revenues:
Gross premiums written	22,366	[6]	15,261	[6]	46,217	[6]	25,185	[6]
Net premiums written	21,959	[6]	15,261	[6]	45,809	[6]	24,636	[6]
Net premiums earned	11,755	[6]	14,356	[6]	22,510	[6]	31,325	[6]
Other income (loss)	(1)	[6]	(199)	[6]	(28)	[6]	(705)	[6]
Total revenues	11,754	[6]	14,157	[6]	22,482	[6]	30,620	[6]
Losses and Expenses:
Net losses and loss adjustment expenses	4,316	[6]	6,287	[6]	7,362	[6]	15,145	[6]
Acquisition costs and other underwriting expenses	3,786	[6]	4,161	[6]	7,868	[6]	7,909	[6]
Income (loss) from segments	3,652	[6]	3,709	[6]	7,252	[6]	7,566	[6]
Unallocated Items:
Total assets	$ 669,548	[6],[7]	$ 626,980	[6],[7]	$ 669,548	[6],[7]	$ 626,980	[6],[7]

[1] Includes business ceded to the Company's Reinsurance Operations.

[2] Includes federal excise tax of $246 relating to cessions from Insurance Operations to Reinsurance Operations.

[3] Includes federal excise tax of $227 relating to cessions from Insurance Operations to Reinsurance Operations.

[4] Includes federal excise tax of $482 relating to cessions from Insurance Operations to Reinsurance Operations.

[5] Includes federal excise tax of $475 relating to cessions from Insurance Operations to Reinsurance Operations.

[6] External business only, excluding business assumed from affiliates.

[7] Comprised of Wind River Reinsurance's total assets less its investment in subsidiaries.

XML

Income Taxes (Tables)

6 Months Ended

Jun. 30, 2013

Income Before Income Taxes From its Non-U.S. Subsidiaries and U.S. Subsidiaries

The Company’s income before income taxes from its non-U.S. subsidiaries and U.S. subsidiaries, including the results of the quota share and stop-loss agreements between Wind River Reinsurance and the Insurance Operations, for the quarters and six months ended June 30, 2013 and 2012 were as follows:

Quarter Ended June 30, 2013: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	51,615		$	61,879		$	(29,249	)	$	84,245
Net premiums written	$	51,208		$	27,138		$	—		$	78,346
Net premiums earned	$	36,268		$	22,403		$	—		$	58,671
Net investment income		9,126			5,545			(4,906	)		9,765
Net realized investment gains (losses)		(1	)		2,807			—			2,806
Other income (loss)		(2	)		249			—			247
Total revenues		45,391			31,004			(4,906	)		71,489
Losses and Expenses:
Net losses and loss adjustment expenses		17,059			17,865			—			34,924
Acquisition costs and other underwriting expenses		14,443			10,029			—			24,472
Corporate and other operating expenses		1,329			1,143			—			2,472
Interest expense		309			5,778			(4,906	)		1,181
Income (loss) before income taxes	$	12,251		$	(3,811	)	$	—		$	8,440

Quarter Ended June 30, 2012: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	39,177		$	52,371		$	(23,916	)	$	67,632
Net premiums written	$	39,177		$	21,958		$	—		$	61,135
Net premiums earned	$	37,086		$	20,773		$	—		$	57,859
Net investment income		9,271			6,385			(4,585	)		11,071
Net realized investment gains		539			1,402			—			1,941
Other income (loss)		(199	)		159			—			(40	)
Total revenues		46,697			28,719			(4,585	)		70,831
Losses and Expenses:
Net losses and loss adjustment expenses		23,239			12,919			—			36,158
Acquisition costs and other underwriting expenses		14,126			9,634			—			23,760
Corporate and other operating expenses		1,764			572			—			2,336
Interest expense		—			6,055			(4,585	)		1,470
Income (loss) before income taxes	$	7,568		$	(461	)	$	—		$	7,107
Six Months Ended June 30, 2013: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	100,298		$	112,967		$	(54,081	)	$	159,184
Net premiums written	$	99,890		$	49,934		$	—		$	149,824
Net premiums earned	$	70,662		$	44,005		$	—		$	114,667
Net investment income		18,774			10,795			(9,770	)		19,799
Net realized investment gains		246			8,317			—			8,563
Other income (loss)		(28	)		329			—			301
Total revenues		89,654			63,446			(9,770	)		143,330
Losses and Expenses:
Net losses and loss adjustment expenses		33,409			33,303			—			66,712
Acquisition costs and other underwriting expenses		29,591			19,358			—			48,949
Corporate and other operating expenses		2,605			2,212			—			4,817
Interest expense		626			11,498			(9,770	)		2,354
Income (loss) before income taxes	$	23,423		$	(2,925	)	$	—		$	20,498
Six Months Ended June 30, 2012: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	70,588		$	100,205		$	(45,403	)	$	125,390
Net premiums written	$	70,040		$	41,376		$	—		$	111,416
Net premiums earned	$	78,841		$	43,488		$	—		$	122,329
Net investment income		19,059			12,599			(9,170	)		22,488
Net realized investment gains		331			3,371			—			3,702
Other income (loss)		(705	)		313			—			(392	)
Total revenues		97,526			59,771			(9,170	)		148,127
Losses and Expenses:
Net losses and loss adjustment expenses		50,283			27,884			—			78,167
Acquisition costs and other underwriting expenses		29,575			17,352			—			46,927
Corporate and other operating expenses		4,385			439			—			4,824
Interest expense		—			12,118			(9,170	)		2,948
Income before income taxes	$	13,283		$	1,978		$	—		$	15,261

Components of Income Tax Expense

The following table summarizes the components of income tax benefit:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Current income tax expense (benefit):
Foreign	$	37		$	45		$	74		$	(629	)
U.S. Federal		2,248			(2,185	)		1,610			(6,687	)
Total current income tax expense (benefit)		2,285			(2,140	)		1,684			(7,316	)
Deferred income tax expense (benefit):
U.S. Federal		(2,509	)		(357	)		(2,215	)		2,111
Total deferred income tax expense (benefit)		(2,509	)		(357	)		(2,215	)		2,111
Total income tax benefit	$	(224	)	$	(2,497	)	$	(531	)	$	(5,205	)

Differences in Tax and Estimated Tax Provisions at Weighted Average Tax Rate

The following tables summarize the differences between the tax provisions under accounting guidance applicable to interim financial statement periods and the expected tax provision at the weighted average tax rate:

	Quarters Ended June 30,
(Dollars in thousands)	2013						2012
	Amount			% of Pre- Tax Income			Amount			% of Pre- Tax  Income
Expected tax provision at weighted average rate	$	(1,297	)		(15.4	%)	$	(256	)		(3.6	%)
Adjustments:
Tax exempt interest		(261	)		(3.1	)		(372	)		(5.2	)
Dividend exclusion		(336	)		(4.0	)		(297	)		(4.2	)
Effective tax rate adjustment		1,641			19.4			(1,588	)		(22.3	)
Other		29			0.4			16			0.2
Income tax benefit	$	(224	)		(2.7	%)	$	(2,497	)		(35.1	%)

	Six Months Ended June 30,
(Dollars in thousands)	2013						2012
	Amount			% of Pre- Tax Income			Amount			% of Pre- Tax Income
Expected tax provision at weighted average rate	$	(950	)		(4.6	%)	$	279			1.8	%
Adjustments:
Tax exempt interest		(556	)		(2.7	)		(779	)		(5.1	)
Dividend exclusion		(588	)		(2.9	)		(532	)		(3.5	)
Effective tax rate adjustment		1,532			7.5			(4,175	)		(27.3	)
Other		31			0.1			2			—
Income tax benefit	$	(531	)		(2.6	%)	$	(5,205	)		(34.1	%)

XML

Consolidated Statements of Changes in Shareholders' Equity (USD $) In Thousands, except Share data, unless otherwise specified	Total	Additional Paid-in Capital	Accumulated other comprehensive income, net of deferred income tax	Retained Earnings	Treasury Shares	Ordinary Shares A	Ordinary Shares B
Balance at Dec. 31, 2011		$ 621,917	$ 40,174	$ 307,414	$ (130,444)	$ 2	$ 1
Number at Dec. 31, 2011					4,619,005	21,429,683	12,061,370
A ordinary shares purchased					3,809,415
Ordinary shares issued under share incentive plans						29,675
A ordinary shares retired					(5,371,419)	(5,371,419)
A ordinary shares purchased, at cost					(82,961)
Other comprehensive income (loss):
Change in unrealized holding gains (losses)			13,218
Change in other than temporary impairment losses recognized in other comprehensive income			(14)
Unrealized foreign currency translation gains (losses)			(28)
Other comprehensive income (loss), net of taxes			13,176
Share compensation plans		2,582
Net income				34,757
A ordinary shares retired		(112,195)			112,195
Balance at Dec. 31, 2012	806,618	512,304	53,350	342,171	(101,210)	2	1
Number at Dec. 31, 2012					3,057,001	16,087,939	12,061,370
A ordinary shares purchased					1,760
Ordinary shares issued under share incentive plans						66,683
Ordinary shares issued to directors						9,965
A ordinary shares purchased, at cost					(39)
Other comprehensive income (loss):
Change in unrealized holding gains (losses)			(5,806)
Change in other than temporary impairment losses recognized in other comprehensive income			(4)
Unrealized foreign currency translation gains (losses)	34		34
Other comprehensive income (loss), net of taxes	(5,776)		(5,776)
Share compensation plans		2,118
Net income	21,029			21,029
Balance at Jun. 30, 2013	$ 823,950	$ 514,422	$ 47,574	$ 363,200	$ (101,249)	$ 2	$ 1
Number at Jun. 30, 2013					3,058,761	16,164,587	12,061,370

XML

Principles of Consolidation and Basis of Presentation

6 Months Ended

Jun. 30, 2013

Principles of Consolidation and Basis of Presentation

1. Principles of Consolidation and Basis of Presentation

Global Indemnity plc (“Global Indemnity” or “the Company”) was incorporated on March 9, 2010 and is domiciled in Ireland. Global Indemnity replaced the Company’s predecessor, United America Indemnity, Ltd., as the ultimate parent company as a result of a re-domestication transaction. United America Indemnity, Ltd. was incorporated on August 26, 2003, and is domiciled in the Cayman Islands. United America Indemnity, Ltd. is now a subsidiary of the Company and an Irish tax resident. The Company’s A ordinary shares are publicly traded on the NASDAQ Global Select Market. On July 6, 2010, the Company changed its trading symbol on the NASDAQ Global Select Market from “INDM” to “GBLI.”

The Company manages its business through two business segments: Insurance Operations, which includes the operations of United National Insurance Company, Diamond State Insurance Company, United National Casualty Insurance Company, United National Specialty Insurance Company, Penn-America Insurance Company, Penn-Star Insurance Company, Penn-Patriot Insurance Company, American Insurance Adjustment Agency, Inc., Collectibles Insurance Services, LLC, Global Indemnity Insurance Agency, LLC, and J.H. Ferguson & Associates, LLC, and Reinsurance Operations, which includes the operations of Wind River Reinsurance Company, Ltd. (“Wind River Reinsurance”)

The interim consolidated financial statements are unaudited, but have been prepared in conformity with United States of America generally accepted accounting principles (“GAAP”), which differs in certain respects from those principles followed in reports to insurance regulatory authorities. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The unaudited consolidated financial statements include all adjustments that are, in the opinion of management, of a normal recurring nature and are necessary for a fair statement of results for the interim periods. Results of operations for the quarters and six months ended June 30, 2013 and 2012 are not necessarily indicative of the results of a full year. The accompanying notes to the unaudited consolidated financial statements should be read in conjunction with the notes to the consolidated financial statements contained in the Company’s 2012 Annual Report on Form 10-K.

The consolidated financial statements include the accounts of Global Indemnity and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

The Company’s wholly owned business trust subsidiaries, United National Group Capital Trust I (“UNG Trust I”) and United National Group Capital Statutory Trust II (“UNG Trust II”), are not consolidated pursuant to the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification. The Company’s business trust subsidiaries have issued $30.0 million in floating rate capital securities (“Trust Preferred Securities”) and $0.9 million of floating rate common securities. The sole assets of the Company’s business trust subsidiaries are $30.9 million of junior subordinated debentures issued by the Company, which have the same terms with respect to maturity, payments, and distributions as the Trust Preferred Securities and the floating rate common securities.

XML

Fair Value Measurements

6 Months Ended

Jun. 30, 2013

Fair Value Measurements

4. Fair Value Measurements

Unless otherwise noted, the reported value of assets and liabilities approximates their fair value.

The accounting standards related to fair value measurements define fair value, establish a framework for measuring fair value, outline a fair value hierarchy based on inputs used to measure fair value, and enhance disclosure requirements for fair value measurements. These standards do not change existing guidance as to whether or not an instrument is carried at fair value. The Company has determined that its fair value measurements are in accordance with the requirements of these accounting standards.

The Company’s invested assets are carried at their fair value and are categorized based upon a fair value hierarchy:

• Level 1 – inputs utilize quoted prices (unadjusted) in active markets for identical assets that the Company has the ability to access at the measurement date.

• Level 2 – inputs utilize other than quoted prices included in Level 1 that are observable for similar assets, either directly or indirectly.

• Level 3 – inputs are unobservable for the asset, and include situations where there is little, if any, market activity for the asset.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset.

Both observable and unobservable inputs may be used to determine the fair value of positions that the Company has classified within the Level 3 category. As a result, the unrealized gains and losses for invested assets within the Level 3 category presented in the tables below may include changes in fair value that are attributed to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs.

The following table presents information about the Company’s invested assets measured at fair value on a recurring basis as of June 30, 2013 and December 31, 2012, and indicates the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value.

As of June 30, 2013	Fair Value Measurements
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Fixed maturities:
U.S. treasury and agency obligations	$	100,098	$	12,193	$	—	$	112,291
Obligations of states and political subdivisions		—		194,983		—		194,983
Mortgage-backed securities		—		257,848		—		257,848
Commercial mortgage-backed securities		—		56,835		—		56,835
Asset-backed securities		—		110,229		—		110,229
Corporate bonds and loans		—		401,104		—		401,104
Foreign corporate bonds		—		51,448		—		51,448
Total fixed maturities		100,098		1,084,640		—		1,184,738
Common stock		222,583		—		—		222,583
Other invested assets		—		—		3,226		3,226
Total invested assets	$	322,681	$	1,084,640	$	3,226	$	1,410,547

As of December 31, 2012	Fair Value Measurements
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Fixed maturities:
U.S. treasury and agency obligations	$	89,981	$	18,763	$	—	$	108,744
Obligations of states and political subdivisions		—		201,077		—		201,077
Mortgage-backed securities		—		255,942		—		255,942
Commercial mortgage-backed securities		—		8,117		—		8,117
Asset-backed securities		—		113,351		—		113,351
Corporate bonds and loans		—		486,171		—		486,171
Foreign corporate bonds		—		55,920		—		55,920
Total fixed maturities		89,981		1,139,341		—		1,229,322
Common stock		197,075		—		—		197,075
Other invested assets		—		—		3,132		3,132
Total invested assets	$	287,056	$	1,139,341	$	3,132	$	1,429,529

The securities classified as Level 1 in the above table consist of U.S. Treasuries and equity securities actively traded on an exchange.

The securities classified as Level 2 in the above table consist primarily of fixed maturity securities. Based on the typical trading volumes and the lack of quoted market prices for fixed maturities, security prices are derived through recent reported trades for identical or similar securities making adjustments through the reporting date based upon available market observable information. If there are no recent reported trades, matrix or model processes are used to develop a security price where future cash flow expectations are developed based upon collateral performance and discounted at an estimated market rate. Included in the pricing of asset-backed securities, collateralized mortgage obligations, and mortgage-backed securities are estimates of the rate of future prepayments of principal over the remaining life of the securities. Such estimates are derived based on the characteristics of the underlying structure and prepayment speeds previously experienced at the interest rate levels projected for the underlying collateral. For corporate loans, price quotes from multiple dealers along with recent reported trades for identical or similar securities are used to develop prices.

There were no transfers between Level 1 and Level 2 during the quarters and six months ended June 30, 2013 or 2012.

The following table presents changes in Level 3 investments measured at fair value on a recurring basis for the quarters and six months ended June 30, 2013 and 2012:

	Other Invested Assets
(Dollars in thousands)	Quarters Ended					Six Months Ended
	June 30, 2013		June 30, 2012			June 30, 2013		June 30, 2012
Beginning balance	$	3,105	$	8,632		$	3,132	$	6,617
Total gains (losses) (realized / unrealized):
Included in accumulated other comprehensive income (loss)		121		(42	)		84		1,967
Purchases		—		—			10		6
Ending balance	$	3,226	$	8,590		$	3,226	$	8,590
Losses included in earnings of the period attributable to the change in unrealized losses related to assets still held at the end of the period	$	—	$	—		$	—	$	—

The investments classified as Level 3 in the above table relate to investments in limited partnerships that have invested primarily in publicly traded companies. However, not all of the partnerships’ investments are publicly traded, nor does the Company have access to daily valuations, therefore the estimated fair values of these limited partnerships are measured utilizing net asset value as a practical expedient for the limited partnerships. Material assumptions and factors utilized in pricing these investments include future cash flows, constant default rates, recovery rates, and any market clearing activity that may have occurred since the previous pricing period.

Fair Value of Alternative Investments

Included in “Other invested assets” in the fair value hierarchy at June 30, 2013 are limited liability partnerships measured at fair value. The following table provides the fair value and future funding commitments related to these investments at June 30, 2013.

(Dollars in thousands)	Fair Value		Future Funding Commitments
Equity Fund, LP (1)	$	3,226	$	2,497
Real Estate Fund, LP (2)		—		—
Total	$	3,226	$	2,497

(1) This limited partnership invests in companies from various business sectors whereby the partnership has acquired control of the operating business as a lead or organizing investor. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner.

(2) This limited partnership invests in real estate assets through a combination of direct or indirect investments in partnerships, limited liability companies, mortgage loans, and lines of credit. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner. The Company continues to hold an investment in this limited partnership and has written the fair value down to zero.

Pricing

The Company’s pricing vendors provide prices for all investment categories except for investments in limited partnerships. One vendor provides prices for equity securities and all fixed maturity categories except for corporate loans. A second vendor provides prices for the corporate loan securities.

The following is a description of the valuation methodologies used by the Company’s pricing vendors for investment securities carried at fair value:

• Equity prices are received from all primary and secondary exchanges.

• Corporate and agency bonds are evaluated by utilizing a multi-dimensional relational model. For bonds with early redemption options, the pricing vendor utilizes an option adjusted spread model. Both asset classes use standard inputs and incorporate security set up, defined sector breakdown, benchmark yields, apply base spreads, yield to maturity, and adjust for corporate actions.

• A volatility-driven multi-dimensional spread table or an option-adjusted spread model and prepayment model is used for agency commercial mortgage obligations (“CMO”). For non-agency CMOs, a prepayment/spread/yield/price adjustment model is utilized. CMOs are categorized with mortgage-backed securities in the tables listed above. For ABSs, a multi-dimensional, collateral specific spread / prepayment speed tables is utilized. For both asset classes, evaluations utilize standard inputs plus new issue data, monthly payment information, and collateral performance. The evaluated pricing models incorporate security set-up, prepayment speeds, cash flows, and treasury swap curves and spread adjustments.

• For municipals, a multi-dimensional relational model is used to evaluate securities within this asset class. The evaluated pricing models for this asset class incorporate security set-up, benchmark yields, apply base spreads, yield to worst or market convention, ratings updates, prepayment schedules and adjustments for material events notices.

• U.S. treasuries are evaluated by obtaining feeds from a number of live data sources including active market makers and inter-dealer brokers.

• For MBSs, the pricing vendor utilizes a matrix model correlation to TBA (a forward MBS trade) or benchmarking to value a security.

• Corporate loans are priced using averages of bids and offers obtained from the broker/dealer community involved in trading such loans.

The Company performs certain procedures to validate whether the pricing information received from the pricing vendors is reasonable, to ensure that the fair value determination is consistent with accounting guidance, and to ensure that its assets are properly classified in the fair value hierarchy. The Company’s procedures include, but are not limited to:

• Reviewing periodic reports provided by the Investment Manager that provides information regarding rating changes and securities placed on watch. This procedure allows the Company to understand why a particular security’s market value may have changed.

• Understanding and periodically evaluating the various pricing methods and procedures used by the Company’s pricing vendors to ensure that investments are properly classified within the fair value hierarchy.

During the three and six months ending June 30, 2013, the Company has not adjusted quotes or prices obtained from the pricing vendors.

XML

Profit Enhancement Initiative

6 Months Ended

Jun. 30, 2013

Profit Enhancement Initiative

2. Profit Enhancement Initiative

In 2010 and 2011, the Company committed to a Profit Enhancement Initiative in response to the continuing impact of the domestic recession and the competitive landscape within the excess and surplus lines market. The total cost of this initiative was recorded in the Company’s statements of operations during those years. All action items related to this initiative were completed by December 31, 2011.

For further disclosure regarding the Profit Enhancement Initiative, please see Note 5 of the notes to the consolidated financial statements in Item 8 of Part II of the Company’s 2012 Annual Report on Form 10-K.

The following table summarizes charges incurred by expense type and the remaining liability as of June 30, 2013 and December 31, 2012:

(Dollars in thousands)	Employee Termination			Operating Leases			Total
Liability at January 1, 2012	$	785		$	1,828		$	2,613
Cash payments		(773	)		(690	)		(1,463	)
Non-cash adjustments		—			(267	)		(267	)
Liability at December 31, 2012	$	12		$	871		$	883
Cash payments		(12	)		(289	)		(301	)
Non-cash adjustments		—			(108	)		(108	)
Liability at June 30, 2013	$	—		$	474		$	474

There was a reduction in expense of $0.04 million and $0.1 million, respectively, related to the Profit Enhancement Initiative resulting from a revision of expected sub-lease income included in the statement of operations within the “Acquisition costs and other underwriting expenses” line item for the quarter and six months ended June 30, 2013.

There was a reduction in expense of $0.18 million related to the Profit Enhancement Initiative resulting from a revision of expected sub-lease income included in the statement of operations within the “Acquisition costs and other underwriting expenses” line item for the quarter and six months ended June 30, 2012.

XML

Changes in Accumulated Other Comprehensive Income (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			$ 53,350
Other comprehensive income (loss) before reclassification			(124)
Amounts reclassified from accumulated other comprehensive income (loss)			(5,652)
Other comprehensive income (loss), net of taxes	(13,225)	(8,420)	(5,776)	9,267
Ending balance	47,574		47,574
Unrealized Gains and Losses on Available for Sale Securities
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			53,435
Other comprehensive income (loss) before reclassification			30
Amounts reclassified from accumulated other comprehensive income (loss)			(5,840)
Other comprehensive income (loss), net of taxes			(5,810)
Ending balance	47,625		47,625
Foreign Currency Items
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			(85)
Other comprehensive income (loss) before reclassification			(154)
Amounts reclassified from accumulated other comprehensive income (loss)			188
Other comprehensive income (loss), net of taxes			34
Ending balance	$ (51)		$ (51)

XML

Related Party Transactions (Tables)

6 Months Ended

Jun. 30, 2013

Estimated Earned Premium and Incurred Losses

The Company estimated that the following earned premium and incurred losses related to the agreement have been assumed by Wind River Reinsurance from Hiscox Bermuda:

(Dollars in thousands)	Quarter Ended June 30, 2013		Six Months Ended June 30, 2013
Assumed earned premium	$	654	$	1,008
Assumed losses and loss adjustment expenses		289		378

Net Balances due to Wind River Reinsurance

Net balances due to Wind River Reinsurance under this agreement are as follows:

(Dollars in thousands)	As of June  30, 2013
Net balance receivable	$	3,228

XML

Summary of Charges Incurred by Expense Type and Remaining Liability (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Profit Enhancement Initiative [Line Items]
Liability			$ 883	$ 2,613	$ 2,613
Cash payments			(301)		(1,463)
Non-cash adjustments			(108)		(267)
Liability	474		474		883
Employee Termination
Profit Enhancement Initiative [Line Items]
Liability			12	785	785
Cash payments			(12)		(773)
Liability					12
Operating Leases
Profit Enhancement Initiative [Line Items]
Liability			871	1,828	1,828
Cash payments			(289)		(690)
Non-cash adjustments	(40)	(180)	(108)	(180)	(267)
Liability	$ 474		$ 474		$ 871

XML

Subsequent Events - Additional Information (Detail) (Subsequent Event, Guaranteed senior notes, USD $) In Millions, unless otherwise specified	1 Months Ended
	Jul. 19, 2013
Subsequent Event | Guaranteed senior notes
Subsequent Event [Line Items]
Early repayment on guaranteed senior notes	$ 58.6
Principal amount on guaranteed senior notes	54.0
Interest on guaranteed senior notes	4.6
Make-whole provision on guaranteed senior notes	2.9
Outstanding amount of margin borrowing facility	60.0
Borrowing rate tied to LIBOR on margin borrowing facility	1.00%
Collateral deposited to support the borrowing	$ 75.0

XML

Summary of Securities with Gross Unrealized Losses (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013		Dec. 31, 2012
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Fair Value	$ 357,076		$ 115,757
Less than 12 months, Gross Unrealized Losses	(7,224)		(2,879)
12 months or longer, Fair Value	7,668	[1]	12,661	[1]
12 months or longer, Gross Unrealized Losses	(406)	[1]	(844)	[1]
Total, Fair Value	364,744		128,418
Total, Gross Unrealized Losses	(7,630)		(3,723)
Obligations of States and Political Subdivisions
Schedule of Available-for-sale Securities [Line Items]
Total, Gross Unrealized Losses	(1,606)
Mortgage Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Total, Gross Unrealized Losses	(2,358)
Asset-backed Securities
Schedule of Available-for-sale Securities [Line Items]
Total, Gross Unrealized Losses	(503)
Commercial Mortgage-Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Gross Unrealized Losses	(980)
Corporate bonds and loans
Schedule of Available-for-sale Securities [Line Items]
12 months or longer, Gross Unrealized Losses	(101)
Total, Gross Unrealized Losses	(930)
Common Shares
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Fair Value	16,046		30,153
Less than 12 months, Gross Unrealized Losses	(881)		(2,284)
12 months or longer, Fair Value	1,299	[1]	3,950	[1]
12 months or longer, Gross Unrealized Losses	(239)	[1]	(667)	[1]
Total, Fair Value	17,345		34,103
Total, Gross Unrealized Losses	(1,120)		(2,951)
Fixed Maturities
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Fair Value	341,030		85,604
Less than 12 months, Gross Unrealized Losses	(6,343)		(595)
12 months or longer, Fair Value	6,369	[1]	8,711	[1]
12 months or longer, Gross Unrealized Losses	(167)	[1]	(177)	[1]
Total, Fair Value	347,399		94,315
Total, Gross Unrealized Losses	(6,510)		(772)
Fixed Maturities | U.S. Treasury And Agency Obligations
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Fair Value	6,272		2,002
Less than 12 months, Gross Unrealized Losses	(133)		(1)
Total, Fair Value	6,272		2,002
Total, Gross Unrealized Losses	(133)		(1)
Fixed Maturities | Obligations of States and Political Subdivisions
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Fair Value	65,819		33,204
Less than 12 months, Gross Unrealized Losses	(1,543)		(132)
12 months or longer, Fair Value	4,550	[1]
12 months or longer, Gross Unrealized Losses	(63)	[1]
Total, Fair Value	70,369		33,204
Total, Gross Unrealized Losses	(1,606)		(132)
Fixed Maturities | Mortgage Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Fair Value	117,001		33,635
Less than 12 months, Gross Unrealized Losses	(2,356)		(172)
12 months or longer, Fair Value	188	[1]	640	[1]
12 months or longer, Gross Unrealized Losses	(2)	[1]	(17)	[1]
Total, Fair Value	117,189		34,275
Total, Gross Unrealized Losses	(2,358)		(189)
Fixed Maturities | Asset-backed Securities
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Fair Value	40,810		5,722
Less than 12 months, Gross Unrealized Losses	(502)		(3)
12 months or longer, Fair Value	3	[1]	4,763	[1]
12 months or longer, Gross Unrealized Losses	(1)	[1]	(6)	[1]
Total, Fair Value	40,813		10,485
Total, Gross Unrealized Losses	(503)		(9)
Fixed Maturities | Commercial Mortgage-Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Fair Value	52,096		2,839
Less than 12 months, Gross Unrealized Losses	(980)		(13)
Total, Fair Value	52,096		2,839
Total, Gross Unrealized Losses	(980)		(13)
Fixed Maturities | Corporate bonds and loans
Schedule of Available-for-sale Securities [Line Items]
Less than 12 months, Fair Value	59,032		8,202
Less than 12 months, Gross Unrealized Losses	(829)		(274)
12 months or longer, Fair Value	1,628	[1]	3,308	[1]
12 months or longer, Gross Unrealized Losses	(101)	[1]	(154)	[1]
Total, Fair Value	60,660		11,510
Total, Gross Unrealized Losses	$ (930)		$ (428)

[1] Fixed maturities in a gross unrealized loss position for twelve months or longer are primarily comprised of non-credit losses on investment grade securities where management does not intend to sell, and it is more likely than not that the Company will not be forced to sell the security before recovery. The Company has analyzed these securities and has determined that they are not other than temporarily impaired.

XML

Summary of Business Segment Information (Parenthetical) (Detail) (Insurance Operations, USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Insurance Operations
Segment Reporting Information [Line Items]
Federal excise tax relating to cessions from Insurance Operations to Reinsurance Operations	$ 246	$ 227	$ 482	$ 475

XML

Income Before Income Taxes from its Non-U.S. Subsidiaries and U.S. Subsidiaries (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Revenues:
Gross premiums written	$ 84,245	$ 67,632	$ 159,184	$ 125,390
Net premiums written	78,346	61,135	149,824	111,416
Net premiums earned	58,671	57,859	114,667	122,329
Net investment income	9,765	11,071	19,799	22,488
Net realized investment gains (losses)	2,806	1,941	8,563	3,702
Other income (loss)	247	(40)	301	(392)
Total revenues	71,489	70,831	143,330	148,127
Losses and Expenses:
Net losses and loss adjustment expenses	34,924	36,158	66,712	78,167
Acquisition costs and other underwriting expenses	24,472	23,760	48,949	46,927
Corporate and other operating expenses	2,472	2,336	4,817	4,824
Interest expense	1,181	1,470	2,354	2,948
Income (loss) before income taxes	8,440	7,107	20,498	15,261
Non-U.S. Subsidiaries
Revenues:
Gross premiums written	51,615	39,177	100,298	70,588
Net premiums written	51,208	39,177	99,890	70,040
Net premiums earned	36,268	37,086	70,662	78,841
Net investment income	9,126	9,271	18,774	19,059
Net realized investment gains (losses)	(1)	539	246	331
Other income (loss)	(2)	(199)	(28)	(705)
Total revenues	45,391	46,697	89,654	97,526
Losses and Expenses:
Net losses and loss adjustment expenses	17,059	23,239	33,409	50,283
Acquisition costs and other underwriting expenses	14,443	14,126	29,591	29,575
Corporate and other operating expenses	1,329	1,764	2,605	4,385
Interest expense	309		626
Income (loss) before income taxes	12,251	7,568	23,423	13,283
U.S. Subsidiaries
Revenues:
Gross premiums written	61,879	52,371	112,967	100,205
Net premiums written	27,138	21,958	49,934	41,376
Net premiums earned	22,403	20,773	44,005	43,488
Net investment income	5,545	6,385	10,795	12,599
Net realized investment gains (losses)	2,807	1,402	8,317	3,371
Other income (loss)	249	159	329	313
Total revenues	31,004	28,719	63,446	59,771
Losses and Expenses:
Net losses and loss adjustment expenses	17,865	12,919	33,303	27,884
Acquisition costs and other underwriting expenses	10,029	9,634	19,358	17,352
Corporate and other operating expenses	1,143	572	2,212	439
Interest expense	5,778	6,055	11,498	12,118
Income (loss) before income taxes	(3,811)	(461)	(2,925)	1,978
Intersegment Elimination
Revenues:
Gross premiums written	(29,249)	(23,916)	(54,081)	(45,403)
Net investment income	(4,906)	(4,585)	(9,770)	(9,170)
Total revenues	(4,906)	(4,585)	(9,770)	(9,170)
Losses and Expenses:
Interest expense	$ (4,906)	$ (4,585)	$ (9,770)	$ (9,170)

XML

Information About Company's Invested Assets Measured at Fair Value on Recurring Basis (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	$ 1,410,547	$ 1,429,529
Common Shares
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	222,583	197,075
Other Invested Assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	3,226	3,132
Fixed Maturities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	1,184,738	1,229,322
Fixed Maturities | U.S. Treasury And Agency Obligations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	112,291	108,744
Fixed Maturities | Obligations of States and Political Subdivisions
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	194,983	201,077
Fixed Maturities | Mortgage Backed Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	257,848	255,942
Fixed Maturities | Commercial Mortgage-Backed Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	56,835	8,117
Fixed Maturities | Asset-backed Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	110,229	113,351
Fixed Maturities | Corporate bonds and loans
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	401,104	486,171
Fixed Maturities | Foreign Corporate Bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	51,448	55,920
Fair Value, Inputs, Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	322,681	287,056
Fair Value, Inputs, Level 1 | Common Shares
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	222,583	197,075
Fair Value, Inputs, Level 1 | Fixed Maturities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	100,098	89,981
Fair Value, Inputs, Level 1 | Fixed Maturities | U.S. Treasury And Agency Obligations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	100,098	89,981
Fair Value, Inputs, Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	1,084,640	1,139,341
Fair Value, Inputs, Level 2 | Fixed Maturities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	1,084,640	1,139,341
Fair Value, Inputs, Level 2 | Fixed Maturities | U.S. Treasury And Agency Obligations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	12,193	18,763
Fair Value, Inputs, Level 2 | Fixed Maturities | Obligations of States and Political Subdivisions
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	194,983	201,077
Fair Value, Inputs, Level 2 | Fixed Maturities | Mortgage Backed Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	257,848	255,942
Fair Value, Inputs, Level 2 | Fixed Maturities | Commercial Mortgage-Backed Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	56,835	8,117
Fair Value, Inputs, Level 2 | Fixed Maturities | Asset-backed Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	110,229	113,351
Fair Value, Inputs, Level 2 | Fixed Maturities | Corporate bonds and loans
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	401,104	486,171
Fair Value, Inputs, Level 2 | Fixed Maturities | Foreign Corporate Bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	51,448	55,920
Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	3,226	3,132
Fair Value, Inputs, Level 3 | Other Invested Assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total invested assets	$ 3,226	$ 3,132

XML

Schedule of Investment Income (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Schedule of Available-for-sale Securities [Line Items]
Investment income	$ 10,871	$ 12,138	$ 22,040	$ 24,779
Investment expense	(1,106)	(1,067)	(2,241)	(2,291)
Net investment income	9,765	11,071	19,799	22,488
Fixed Maturities
Schedule of Available-for-sale Securities [Line Items]
Investment income	9,039	10,467	18,866	21,826
Equity Securities
Schedule of Available-for-sale Securities [Line Items]
Investment income	1,660	1,628	2,952	2,711
Cash and Cash Equivalents
Schedule of Available-for-sale Securities [Line Items]
Investment income	31	43	81	86
Other Invested Assets
Schedule of Available-for-sale Securities [Line Items]
Investment income	$ 141		$ 141	$ 156

XML

Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Available for sale, amortized cost	$ 1,163,532	$ 1,187,094
Available for sale, at cost	174,693	167,179
Available for sale, at cost	$ 3,059	$ 3,049
Ordinary shares, par value	$ 0.0001	$ 0.0001
Ordinary shares, shares authorized	900,000,000	900,000,000
Ordinary Shares A
Ordinary shares, shares issued	16,164,587	16,087,939
Ordinary shares, shares outstanding	13,105,826	13,030,938
Treasury shares, cost	3,058,761	3,057,001
Ordinary Shares B
Ordinary shares, shares issued	12,061,370	12,061,370
Ordinary shares, shares outstanding	12,061,370	12,061,370

XML

Shareholders' Equity

6 Months Ended

Jun. 30, 2013

Shareholders' Equity

7. Shareholders’ Equity

Repurchases of the Company’s A ordinary shares

The following table provides information with respect to the A ordinary shares that were surrendered or repurchased during the quarter ended June 30, 2013:

Period(1)	Total Number of Shares Purchased			Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan or Program		Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program(2)
April 1 – 30, 2013		—		$	—		—	$	16,857,963
May 1 – 31, 2013		—		$	—		—	$	16,857,963
June 1 – 30, 2013		507	(3)	$	23.03		—	$	16,857,963
Total		507		$	23.03		—

(1) Based on settlement date.

(2) Approximate dollar value of shares that may yet be purchased is as of the last date of the applicable month.

(3) Surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

The following table provides information with respect to the A ordinary shares that were surrendered or repurchased during the quarter ended June 30, 2012:

Period(1)	Total Number of Shares Purchased			Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan or Program		Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program(2)
April 1 – 30, 2012		54,419	(3), (5)	$	18.83		54,334	$	60,902,382
May 1 – 31, 2012		—			—		—	$	60,902,382
June 1 – 30, 2012		2,913,959	(4), (5)	$	21.75		2,913,464	$	—
Total		2,968,378		$	21.70		2,967,798

(1) Based on settlement date.

(2) Approximate dollar value of shares that may yet be purchased is as of the last date of the applicable month.

(3) Includes 85 shares surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

(4) Includes 495 shares surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

(5) Purchased as part of the repurchase authorization announced in September 2011.

XML

Consolidated Statements of Comprehensive Income (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net income	$ 8,664	$ 9,604	$ 21,029	$ 20,466
Other comprehensive income (loss), net of taxes:
Unrealized holding gains (losses)	(11,407)	(6,975)	(154)	13,075
Portion of other-than-temporary impairment losses recognized in other comprehensive income (loss)	(3)	(4)	(4)	(539)
Recognition of previously unrealized holding gains	(1,881)	(1,450)	(5,652)	(3,231)
Unrealized foreign currency translation gains (losses)	66	9	34	(38)
Other comprehensive income (loss), net of taxes	(13,225)	(8,420)	(5,776)	9,267
Comprehensive income (loss), net of taxes	$ (4,561)	$ 1,184	$ 15,253	$ 29,733

XML

Summarized Activity in Liability for Unpaid Losses and Loss Adjustment Expenses (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Liability for Unpaid Claims and Claims Adjustment Expense, Adjustment of Opening Balance [Line Items]
Balance at beginning of period	$ 864,167	$ 960,924	$ 879,114	$ 971,377
Ceded reinsurance receivables	237,960	279,341	240,546	283,652
Net balance	626,207	681,583	638,568	687,725
Incurred losses and loss adjustment expenses related to:
Current year	35,629	36,776	70,087	80,285
Prior years	(705)	(618)	(3,375)	(2,118)
Total incurred losses and loss adjustment expenses	34,924	36,158	66,712	78,167
Paid losses and loss adjustment expenses related to:
Current year	14,131	12,936	19,264	19,252
Prior years	31,898	37,700	70,913	79,534
Total paid losses and loss adjustment expenses	46,029	50,636	90,177	98,786
Net balance	615,103	667,105	615,103	667,105
Ceded reinsurance receivables	229,815	274,178	229,815	274,178
Balance at end of period	$ 844,918	$ 941,283	$ 844,918	$ 941,283

XML

Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Fixed maturities:
Available for sale, at fair value (amortized cost: $1,163,532 and $1,187,094)	$ 1,184,738	$ 1,229,322
Equity securities:
Available for sale, at fair value (cost: $174,693 and $167,179)	222,583	197,075
Other invested assets:
Available for sale, at fair value (cost: $3,059 and $3,049)	3,226	3,132
Total investments	1,410,547	1,429,529
Cash and cash equivalents	111,440	104,460
Premiums receivable, net	74,027	45,162
Reinsurance receivables, net	232,645	241,827
Receivable for securities sold	5,160
Federal income taxes receivable	1,393	6,844
Deferred federal income taxes	10,445	10,824
Deferred acquisition costs	25,980	18,265
Intangible assets	18,166	18,343
Goodwill	4,820	4,820
Prepaid reinsurance premiums	5,248	5,945
Other assets	14,951	17,684
Total assets	1,914,822	1,903,703
Liabilities:
Unpaid losses and loss adjustment expenses	844,918	879,114
Unearned premiums	128,572	94,114
Ceded balances payable	4,628	4,201
Contingent commissions	7,302	9,911
Payable for securities purchased		2,634
Notes and debentures payable	84,929	84,929
Other liabilities	20,523	22,182
Total liabilities	1,090,872	1,097,085
Commitments and contingencies (Note 9)
Shareholders' equity:
Ordinary shares, $0.0001 par value, 900,000,000 ordinary shares authorized; A ordinary shares issued: 16,164,587 and 16,087,939, respectively; A ordinary shares outstanding: 13,105,826 and 13,030,938, respectively; B ordinary shares issued and outstanding: 12,061,370 and 12,061,370, respectively	3	3
Additional paid-in capital	514,422	512,304
Accumulated other comprehensive income, net of taxes	47,574	53,350
Retained earnings	363,200	342,171
A ordinary shares in treasury, at cost: 3,058,761 and 3,057,001 shares, respectively	(101,249)	(101,210)
Total shareholders' equity	823,950	806,618
Total liabilities and shareholders' equity	$ 1,914,822	$ 1,903,703

XML

Changes in Level 3 Investments Measured at Fair Value on Recurring Basis (Detail) (Other Invested Assets, USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Other Invested Assets
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	$ 3,105	$ 8,632	$ 3,132	$ 6,617
Included in accumulated other comprehensive income (loss)	121	(42)	84	1,967
Purchases			10	6
Ending balance	3,226	8,590	3,226	8,590
Losses included in earnings of the period attributable to the change in unrealized losses related to assets still held at the end of the period

XML

Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2013

Computation of Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:

(Dollars in thousands,	Quarters Ended June 30,				Six Months Ended June 30,
except share and per share data)	2013		2012		2013		2012
Net income	$	8,664	$	9,604	$	21,029	$	20,466
Basic earnings per share:
Weighted average shares outstanding - basic		25,049,888		27,829,555		25,052,488		28,223,321
Net income per share	$	0.35	$	0.35	$	0.84	$	0.73
Diluted earnings per share:
Weighted average shares outstanding - diluted		25,119,035		27,836,453		25,120,897		28,236,562
Net income per share	$	0.34	$	0.35	$	0.84	$	0.72

Reconciliation of Weighted Average Shares for Basic and Diluted Earnings Per Share

A reconciliation of weighted average shares for basic earnings per share to weighted average shares for diluted earnings per share is as follows:

	Quarters Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Weighted average shares for basic earnings per share		25,049,888		27,829,555		25,052,488		28,223,321
Non-vested restricted stock		33,178		6,880		38,759		13,223
Options		35,969		18		29,650		18
Weighted average shares for diluted earnings per share		25,119,035		27,836,453		25,120,897		28,236,562

XML

Investments (Tables)

6 Months Ended

Jun. 30, 2013

Schedule of Amortized Cost and Estimated Fair Value of Investments

The amortized cost and estimated fair value of investments were as follows as of June 30, 2013 and December 31, 2012:

(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value		Other than temporary impairments recognized in AOCI (1)
As of June 30, 2013
Fixed maturities:
U.S. treasury and agency obligations	$	107,669	$	4,755	$	(133	)	$	112,291	$	—
Obligations of states and political subdivisions		191,641		4,948		(1,606	)		194,983		—
Mortgage-backed securities		255,226		4,980		(2,358	)		257,848		(6	)
Asset-backed securities		109,438		1,294		(503	)		110,229		(21	)
Commercial mortgage-backed securities		57,810		5		(980	)		56,835		—
Corporate bonds and loans		391,633		10,401		(930	)		401,104		—
Foreign corporate bonds		50,115		1,333		—			51,448		—
Total fixed maturities		1,163,532		27,716		(6,510	)		1,184,738		(27	)
Common stock		174,693		49,010		(1,120	)		222,583		—
Other invested assets		3,059		167		—			3,226		—
Total	$	1,341,284	$	76,893	$	(7,630	)	$	1,410,547	$	(27	)

(1) Represents the total amount of other than temporary impairment losses relating to factors other than credit losses recognized in accumulated other comprehensive income (“AOCI”).

(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value		Other than temporary impairments recognized in AOCI (2)
As of December 31, 2012
Fixed maturities:
U.S. treasury and agency obligations	$	102,186	$	6,559	$	(1	)	$	108,744	$	—
Obligations of states and political subdivisions		194,326		6,883		(132	)		201,077		—
Mortgage-backed securities		247,639		8,492		(189	)		255,942		(8	)
Asset-backed securities		111,289		2,071		(9	)		113,351		(24	)
Commercial mortgage-backed securities		8,070		60		(13	)		8,117		—
Corporate bonds and loans		469,860		16,739		(428	)		486,171		—
Foreign corporate bonds		53,724		2,196		—			55,920		—
Total fixed maturities		1,187,094		43,000		(772	)		1,229,322		(32	)
Common stock		167,179		32,847		(2,951	)		197,075		—
Other invested assets		3,049		83		—			3,132		—
Total	$	1,357,322	$	75,930	$	(3,723	)	$	1,429,529	$	(32	)

(2) Represents the total amount of other than temporary impairment losses relating to factors other than credit losses recognized in accumulated other comprehensive income (“AOCI”).

Summary of Amortized Cost and Estimated Fair Value Through Fixed Maturities

Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

(Dollars in thousands)	Amortized Cost		Fair Value
Due in one year or less	$	105,566	$	107,190
Due after one year through five years		497,413		512,713
Due after five years through ten years		108,194		109,354
Due after ten years through fifteen years		3,860		4,660
Due after fifteen years		26,025		25,909
Mortgage-backed securities		255,226		257,848
Asset-backed securities		109,438		110,229
Commercial mortgage-backed securities		57,810		56,835
Total	$	1,163,532	$	1,184,738

Summary of Securities With Gross Unrealized Losses

The following table contains an analysis of the Company’s securities with gross unrealized losses, categorized by the period that the securities were in a continuous loss position as of June 30, 2013:

	Less than 12 months					12 months or longer (1)					Total
(Dollars in thousands)	Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses
Fixed maturities:
U.S. treasury and agency obligations	$	6,272	$	(133	)	$	—	$	—		$	6,272	$	(133	)
Obligations of states and political subdivisions		65,819		(1,543	)		4,550		(63	)		70,369		(1,606	)
Mortgage-backed securities		117,001		(2,356	)		188		(2	)		117,189		(2,358	)
Asset-backed securities		40,810		(502	)		3		(1	)		40,813		(503	)
Commercial mortgage-backed securities		52,096		(980	)		—		—			52,096		(980	)
Corporate bonds and loans		59,032		(829	)		1,628		(101	)		60,660		(930	)
Total fixed maturities		341,030		(6,343	)		6,369		(167	)		347,399		(6,510	)
Common stock		16,046		(881	)		1,299		(239	)		17,345		(1,120	)
Total	$	357,076	$	(7,224	)	$	7,668	$	(406	)	$	364,744	$	(7,630	)

(1) Fixed maturities in a gross unrealized loss position for twelve months or longer are primarily comprised of non-credit losses on investment grade securities where management does not intend to sell, and it is more likely than not that the Company will not be forced to sell the security before recovery. The Company has analyzed these securities and has determined that they are not other than temporarily impaired.

The following table contains an analysis of the Company’s securities with gross unrealized losses, categorized by the period that the securities were in a continuous loss position as of December 31, 2012:

	Less than 12 months					12 months or longer (2)					Total
(Dollars in thousands)	Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses
Fixed maturities:
U.S. treasury and agency obligations	$	2,002	$	(1	)	$	—	$	—		$	2,002	$	(1	)
Obligations of states and political subdivisions		33,204		(132	)		—		—			33,204		(132	)
Mortgage-backed securities		33,635		(172	)		640		(17	)		34,275		(189	)
Asset-backed securities		5,722		(3	)		4,763		(6	)		10,485		(9	)
Commercial mortgage-backed securities		2,839		(13	)		—		—			2,839		(13	)
Corporate bonds and loans		8,202		(274	)		3,308		(154	)		11,510		(428	)
Total fixed maturities		85,604		(595	)		8,711		(177	)		94,315		(772	)
Common stock		30,153		(2,284	)		3,950		(667	)		34,103		(2,951	)
Total	$	115,757	$	(2,879	)	$	12,661	$	(844	)	$	128,418	$	(3,723	)

(2) Fixed maturities in a gross unrealized loss position for twelve months or longer are primarily comprised of non-credit losses on investment grade securities where management does not intend to sell, and it is more likely than not that the Company will not be forced to sell the security before recovery. The Company has analyzed these securities and has determined that they are not other than temporarily impaired.

Schedule of Other Than Temporary Impairments on Investments

The Company recorded the following other than temporary impairments (“OTTI”) on its investment portfolio for the quarters and six months ended June 30, 2013 and 2012:

(Dollars in thousands)	Quarters Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Fixed maturities:
OTTI losses, gross	$	(68	)	$	(164	)	$	(111	)	$	(1,059	)
Portion of loss recognized in other comprehensive income (pre-tax)		—			—			—			541
Net impairment losses on fixed maturities recognized in earnings		(68	)		(164	)		(111	)		(518	)
Equity securities		(942	)		(1,162	)		(942	)		(2,560	)
Total	$	(1,010	)	$	(1,326	)	$	(1,053	)	$	(3,078	)

Schedule of Credit Losses Recognized in Earnings

The following table is an analysis of the credit losses recognized in earnings on debt securities held by the Company for the quarters and six months ended June 30, 2013 and 2012 for which a portion of the OTTI loss was recognized in other comprehensive income.

(Dollars in thousands)	Quarters Ended June 30,					Six Months Ended June 30,
	2013		2012			2013		2012
Balance at beginning of period	$	86	$	141		$	86	$	86
Additions where no OTTI was previously recorded		—		—			—		55
Additions where an OTTI was previously recorded		—		—			—		—
Reductions for securities for which the company intends to sell or more likely than not will be required to sell before recovery		—		—			—		—
Reductions reflecting increases in expected cash flows to be collected		—		—			—		—
Reductions for securities sold during the period		—		(55	)		—		(55	)
Balance at end of period	$	86	$	86		$	86	$	86

Schedule of Accumulated Other Comprehensive Income, Net of Tax

Accumulated other comprehensive income as of June 30, 2013 and December 31, 2012 was as follows:

(Dollars in thousands)	June 30, 2013			December 31, 2012
Net unrealized gains (losses) from:
Fixed maturities	$	21,206		$	42,228
Common stock		47,890			29,896
Other		(69	)		83
Deferred taxes		(21,453	)		(18,857	)
Accumulated other comprehensive income, net of tax	$	47,574		$	53,350

Changes in Accumulated Other Comprehensive Income

The changes in accumulated other comprehensive income, net of tax, by component for the six months ended June 30, 2013 was as follows:

Six Months Ended June 30, 2013 (Dollars in thousands)	Unrealized Gains and Losses on Available for Sale Securities, Net of Tax			Foreign Currency Items, Net of Tax			Accumulated Other Comprehensive Income, Net of Tax
Beginning balance	$	53,435		$	(85	)	$	53,350
Other comprehensive income (loss) before reclassification		30			(154	)		(124	)
Amounts reclassified from accumulated other comprehensive income (loss)		(5,840	)		188			(5,652	)
Other comprehensive income (loss)		(5,810	)		34			(5,776	)
Ending balance	$	47,625		$	(51	)	$	47,574

Reclassifications Out of Accumulated Other Comprehensive Income

The reclassifications out of accumulated other comprehensive income for the quarter and six months ended June 30, 2013 were as follows:

(Dollars in thousands)	Amount Reclassified from Accumulated Other Comprehensive Income
Details about Accumulated Other Comprehensive Income Components	Quarter Ended June 30, 2013			Six Months Ended June 30, 2013			Affected Line Item in the Statement Where Net Income is Presented
Unrealized gains and losses on available for sale securities	$	(4,018	)	$	(9,906	)	Other net realized investment gains
		1,010			1,053		Other than temporary impairment losses on investments
		(3,008	)		(8,853	)	Total before tax
		1,053			3,013		Income tax (expense) benefit
	$	(1,955	)	$	(5,840	)	Net of tax
Foreign Currency Items
		202			290		Other net realized investment gains
		(71	)		(102	)	Income tax (expense) benefit
	$	131		$	188		Net of tax
Total reclassifications	$	(1,824	)	$	(5,652	)	Net of tax

Components of Net Realized Investment Gains

The components of net realized investment gains for the quarters and six months ended June 30, 2013 and 2012 were as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Fixed maturities:
Gross realized gains	$	287		$	2,026		$	674		$	2,758
Gross realized losses		(339	)		(781	)		(396	)		(1,603	)
Net realized gains (losses)		(52	)		1,245			278			1,155
Common stock:
Gross realized gains		4,532			2,123			10,013			5,390
Gross realized losses		(1,674	)		(1,427	)		(1,728	)		(2,843	)
Net realized gains		2,858			696			8,285			2,547
Total net realized investment gains	$	2,806		$	1,941		$	8,563		$	3,702

Proceeds from Sales of Available-for-Sale Securities

The proceeds from sales of available-for-sale securities resulting in net realized investment gains for the six months ended June 30, 2013 and 2012 were as follows:

	Six Months Ended June 30,
(Dollars in thousands)	2013		2012
Fixed maturities	$	193,642	$	270,873
Equity securities		42,551		25,159

Schedule of Investment Income

The sources of net investment income for the quarters and six months ended June 30, 2013 and 2012 were as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Fixed maturities	$	9,039		$	10,467		$	18,866		$	21,826
Equity securities		1,660			1,628			2,952			2,711
Cash and cash equivalents		31			43			81			86
Other invested assets		141			—			141			156
Total investment income		10,871			12,138			22,040			24,779
Investment expense		(1,106	)		(1,067	)		(2,241	)		(2,291	)
Net investment income	$	9,765		$	11,071		$	19,799		$	22,488

Schedule of Total Investment Return

The Company’s total investment return on a pre-tax basis for the quarters and six months ended June 30, 2013 and 2012 were as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Net investment income	$	9,765		$	11,071		$	19,799		$	22,488
Net realized investment gains		2,806			1,941			8,563			3,702
Net unrealized investment gains (losses)		(15,391	)		(11,951	)		(3,180	)		11,834
Net investment return		(12,585	)		(10,010	)		5,383			15,536
Total investment return	$	(2,820	)	$	1,061		$	25,182		$	38,024
Total investment return % (1)		(0.2	%)		0.1	%		1.6	%		2.4	%
Average investment portfolio (2)	$	1,532,639		$	1,604,406		$	1,529,251		$	1,606,186

(1) Not annualized.

(2) Average of total cash and invested assets, net of receivable/payable for securities purchased and sold, as of the beginning and ending of the period.

Municipal Bonds with and without Insurance

The following table provides a breakdown of the ratings for these municipal bonds with and without insurance.

(Dollars in thousands)	Ratings with Insurance		Ratings without Insurance
Rating
AAA	$	8,837	$	—
AA		—		8,837
A		6,277		6,277
Total	$	15,114	$	15,114

Summary of Insurance Enhanced Municipal Bonds Backed by Financial Guarantors

A summary of the Company’s insurance enhanced municipal bonds that are backed by financial guarantors, including the pre-refunded bonds that are escrowed in U.S. government obligations, as of June 30, 2013, is as follows:

	Total		Pre-refunded Securities		Government Guaranteed Securities		Exposure Net of Pre-refunded & Government Guaranteed Securities
(Dollars in thousands)
Financial Guarantor
Ambac Financial Group	$	2,333	$	1,267	$	—	$	1,066
Assured Guaranty Corporation		11,241		—		—		11,241
Municipal Bond Insurance Association		7,134		—		—		7,134
Gov’t National Housing Association		1,948		285		1,663		—
Permanent School Fund Guaranty		8,837		—		8,837		—
Total backed by financial guarantors		31,493		1,552		10,500		19,441
Other credit enhanced municipal bonds		3,060		3,060		—		—
Total	$	34,553	$	4,612	$	10,500	$	19,441

Summary of Estimated Fair Values of Bonds Held on Deposit

The fair values were as follows as of June 30, 2013 and December 31, 2012:

	Estimated Fair Value
(Dollars in thousands)	June 30, 2013		December 31, 2012
On deposit with governmental authorities	$	41,931	$	42,492
Intercompany trusts held for the benefit of U.S. policyholders		570,558		553,893
Held in trust pursuant to third party requirements		116,969		132,684
Held in trust pursuant to U.S. regulatory requirements for the benefit of U.S. policyholders		6,349		6,368
Securities held as collateral for borrowing arrangements		41,236		—
Total	$	777,043	$	735,437

XML

Schedule of Proceeds From Sales of Available for Sale Securities (Detail) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Schedule of Available-for-sale Securities [Line Items]
Fixed maturities	$ 193,642	$ 270,873
Equity securities	$ 42,551	$ 25,159

XML

Income Taxes - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Income Tax [Line Items]
Effective income tax rate	(2.70%)	(35.10%)	(2.60%)	(34.10%)
Weighted average expected income tax expense rate	(15.40%)	(3.60%)	(4.60%)	1.80%
Alternative minimum tax credit carry forward	$ 9.2	$ 6.0	$ 9.2	$ 6.0	$ 9.2
UNITED STATES
Income Tax [Line Items]
Statutory income tax rates			35.00%
BERMUDA
Income Tax [Line Items]
Statutory income tax rates			0.00%
CAYMAN ISLANDS
Income Tax [Line Items]
Statutory income tax rates			0.00%
GIBRALTAR
Income Tax [Line Items]
Statutory income tax rates			0.00%
LUXEMBOURG
Income Tax [Line Items]
Statutory income tax rates			28.80%
IRELAND | Non Trading Income
Income Tax [Line Items]
Statutory income tax rates			25.00%
IRELAND | Capital Gain
Income Tax [Line Items]
Statutory income tax rates			30.00%
IRELAND | Trading Income
Income Tax [Line Items]
Statutory income tax rates			12.50%

XML

Share-Based Compensation Plans - Additional Information (Detail) (Ordinary Shares A, USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
A Former Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued due to exercising of granted options	6,575		6,575
Strike price of options exercised	$ 20.00		$ 20.00
Non Employee Director
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fully vested shares granted with restrictions	9,965	13,750	21,865	28,135
Weighted average grant date value of fully vested shares granted with restrictions	$ 23.20	$ 19.49	$ 22.62	$ 19.66
Key Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued			81,587	29,675
Weighted average grant date value of shares granted				$ 18.60
Key Employees | A Former Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares issued			88,162
Weighted average grant date value of shares granted			$ 21.97

XML

Schedule of Credit Losses Recognized in Earnings (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Schedule of Available-for-sale Securities [Line Items]
Balance at beginning of period	$ 86	$ 141	$ 86	$ 86
Additions where no OTTI was previously recorded				55
Additions where an OTTI was previously recorded
Reductions for securities for which the company intends to sell or more likely than not will be required to sell before recovery
Reductions reflecting increases in expected cash flows to be collected
Reductions for securities sold during the period		(55)		(55)
Balance at end of period	$ 86	$ 86	$ 86	$ 86

XML

Investments - Additional Information (Detail) (USD $)	Jun. 30, 2013		Dec. 31, 2012
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses less than 12 months	$ 7,224,000		$ 2,879,000
Gross unrealized losses	7,630,000		3,723,000
Gross unrealized losses 12 months or greater.	406,000	[1]	844,000	[1]
Investments in insurance enhanced municipal bonds	34,553,000
Ratings without Insurance	15,114,000
Investments in insurance enhanced asset backed and credit securities	19,000,000
Insurance enhanced asset-backed and credit securities as a percentage of total cash and invested assets	1.20%
Maximum
Schedule of Available-for-sale Securities [Line Items]
Debt or equity investments in a single issuer as a percentage of shareholders' equity	3.00%		3.00%
Municipal Bond Insurance Association
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced asset backed and credit securities	4,500,000
Ambac Financial Group
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced asset backed and credit securities	1,600,000
Assured Guaranty Corporation
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced asset backed and credit securities	7,700,000
Other Credit Enhanced
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced asset backed and credit securities	5,200,000
Financial Guarantors
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	31,493,000
A Rating
Schedule of Available-for-sale Securities [Line Items]
Ratings without Insurance	6,277,000
AA- Rating
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	34,600,000
Insurance enhanced municipal bonds as a percentage of total cash and invested assets	2.30%
Insurance enhanced municipal bonds	30,000,000
Ratings without Insurance	15,100,000
Pre-Refunded Securities
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	4,612,000
Pre-Refunded Securities | Financial Guarantors
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	1,552,000
Pre-Refunded Securities | AA- Rating
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	4,600,000
Pre-Refunded Securities | AA- Rating | Financial Guarantors
Schedule of Available-for-sale Securities [Line Items]
Investments in insurance enhanced municipal bonds	1,600,000
U.S. Treasury And Agency Obligations | AA+ Rating
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses less than 12 months	133,000
Corporate bonds and loans
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses	930,000
Gross unrealized losses 12 months or greater.	101,000
Common Shares
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses less than 12 months	881,000		2,284,000
Gross unrealized losses	1,120,000		2,951,000
Gross unrealized losses 12 months or greater.	239,000	[1]	667,000	[1]
Obligations of States and Political Subdivisions
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses	1,606,000
Obligations of States and Political Subdivisions | AAA Rating
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses 12 months or greater.	63,000
Mortgage Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses	2,358,000
Mortgage Backed Securities | BB Rating
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses 12 months or greater.	2,000
Asset-backed Securities
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses	503,000
Weighted average credit enhancement	30.1
Asset-backed Securities | A Rating
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses 12 months or greater.	1,000
Commercial Mortgage-Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Gross unrealized losses less than 12 months	$ 980,000
Weighted average credit enhancement	31.0

[1] Fixed maturities in a gross unrealized loss position for twelve months or longer are primarily comprised of non-credit losses on investment grade securities where management does not intend to sell, and it is more likely than not that the Company will not be forced to sell the security before recovery. The Company has analyzed these securities and has determined that they are not other than temporarily impaired.

XML

Summary of Amortized Cost and Estimated Fair Value Through Fixed Maturities (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Schedule of Available-for-sale Securities [Line Items]
Due in one year or less, Amortized Cost	$ 105,566
Due after one year through five years, Amortized Cost	497,413
Due after five years through ten years, Amortized Cost	108,194
Due after ten years through fifteen years, Amortized Cost	3,860
Due after fifteen years, Amortized Cost	26,025
Fixed maturities, Amortized cost	1,163,532	1,187,094
Due in one year or less, Estimated Fair value	107,190
Due after one year through five years, Estimated Fair value	512,713
Due after five years through ten years, Estimated Fair value	109,354
Due after ten years through fifteen years, Estimated Fair value	4,660
Due after fifteen years, Estimated Fair value	25,909
Fixed Maturities, estimated fair value	1,184,738	1,229,322
Mortgage Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	255,226
Estimated Fair value	257,848
Asset-backed Securities
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	109,438
Estimated Fair value	110,229
Commercial Mortgage-Backed Securities
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	57,810
Estimated Fair value	$ 56,835

XML

Liability for Unpaid Losses and Loss Adjustment Expenses

6 Months Ended

Jun. 30, 2013

Liability for Unpaid Losses and Loss Adjustment Expenses

6. Liability for Unpaid Losses and Loss Adjustment Expenses

Activity in the liability for unpaid losses and loss adjustment expenses is summarized as follows:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Balance at beginning of period	$	864,167		$	960,924		$	879,114		$	971,377
Less: Ceded reinsurance receivables		237,960			279,341			240,546			283,652
Net balance at beginning of period		626,207			681,583			638,568			687,725
Incurred losses and loss adjustment expenses related to:
Current year		35,629			36,776			70,087			80,285
Prior years		(705	)		(618	)		(3,375	)		(2,118	)
Total incurred losses and loss adjustment expenses		34,924			36,158			66,712			78,167
Paid losses and loss adjustment expenses related to:
Current year		14,131			12,936			19,264			19,252
Prior years		31,898			37,700			70,913			79,534
Total paid losses and loss adjustment expenses		46,029			50,636			90,177			98,786
Net balance at end of period		615,103			667,105			615,103			667,105
Plus: Ceded reinsurance receivables		229,815			274,178			229,815			274,178
Balance at end of period	$	844,918		$	941,283		$	844,918		$	941,283

When analyzing loss reserves and prior year development, the Company considers many factors, including the frequency and severity of claims, loss trends, case reserve settlements that may have resulted in significant development, and any other additional or pertinent factors that may impact reserve estimates.

In the second quarter of 2013, the Company reduced its prior accident year loss reserves by $0.7 million, which consisted of a $0.4 million decrease related to Insurance Operations and a $0.3 million decrease related to Reinsurance Operations.

The $0.4 million decrease related to Insurance Operations primarily consisted of the following:

• Property: A $2.2 million reduction primarily driven by $1.1 million of better than expected development from accident year 2012 catastrophes as well as lower than expected non-catastrophe severity from accident years 2010 and 2012.

• General liability: A $1.8 million reduction primarily due to better than expected emergence from accident years 2007 through 2011 partially offset by an increase to accident year 2012 due to higher than anticipated loss emergence.

• Asbestos: A $3.5 million increase primary related to policies written prior to 1990.

In the second quarter of 2012, the Company reduced its prior accident year loss reserves by $0.6 million, which consisted of a $0.7 million decrease related to Insurance Operations and a $0.1 million increase related to Reinsurance Operations.

The $0.7 million decrease related to Insurance Operations primarily consisted of the following:

• General liability: A $0.6 million reduction primarily consisting of net reductions of $2.9 million in accident years 2008 and prior due to continued favorable emergence in small business packages. The Company also decreased its reinsurance allowance by $0.2 million in this line due to changes in its reinsurance exposure on specifically identified claims and general decreases in ceded reserves. Offsetting these decreases were increases of $2.5 million in accident years 2009 to 2011 primarily driven by loss emergence on certain construction defect claims.

• Professional liability: A $0.4 million reduction primarily related to recent favorable development on lawyer and real estate exposures.

• Marine: A $0.4 million increase primarily driven by unexpected loss emergence in protection and indemnity coverage in accident year 2011.

In the first six months of 2013, the Company reduced its prior accident year loss reserves by $3.4 million, which consisted of a $3.2 million decrease related to Insurance Operations and a $0.2 million decrease related to Reinsurance Operations.

The $3.2 million decrease related to Insurance Operations primarily consisted of the following:

• Property: A $5.0 million reduction primarily driven by better than expected development from accident year 2012 catastrophes as well as lower than expected non-catastrophe severity from accident years 2008 through 2012.

• General liability: A $1.8 million reduction primarily due to better than expected emergence from accident years 2007 through 2011 partially offset by an increase to accident year 2012 due higher than anticipated loss emergence.

• Asbestos: A $3.5 million increase primary related to policies written prior to 1990.

In the first six months of 2012, the Company reduced its prior accident year loss reserves by $2.1 million, which was primarily related to Insurance Operations and primarily consisted of the following:

• General liability: A $3.1 million reduction primarily consisting of net reductions of $5.5 million in accident years 2008 and prior due to continued favorable emergence. Incurred losses for these years have developed at a rate lower than the Company’s historical averages. The Company also decreased its reinsurance allowance by $0.2 million in this line due to changes in its reinsurance exposure on specifically identified claims and general decreases in ceded reserves. Offsetting these decreases were increases of $2.6 million in accident years 2009 through 2011 primarily driven by loss emergence on certain construction defect claims.

• Marine: A $0.9 million increase primarily related to accident year 2011 due to greater than expected loss emergence on hull claims and protection and indemnity claims.

• Property: A $0.5 million increase primarily related to accident year 2011 due to greater than expected loss emergence on a large sinkhole claim.

XML

Related Party Transactions - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended				6 Months Ended
	Jun. 30, 2013 Fox Paine & Company, LLC	Jun. 30, 2012 Fox Paine & Company, LLC	Jun. 30, 2013 Fox Paine & Company, LLC	Jun. 30, 2012 Fox Paine & Company, LLC	Jun. 30, 2013 Crystal & Company	Jun. 30, 2012 Crystal & Company	Jun. 30, 2013 Crystal & Company	Jun. 30, 2012 Crystal & Company	Jun. 30, 2013 Fox Paine Capital Fund II Limited Partner Wind River Reinsurance	Dec. 31, 2012 Fox Paine Capital Fund II Limited Partner Wind River Reinsurance	Jun. 30, 2013 Cozen O'Connor	Jun. 30, 2012 Cozen O'Connor
Related Party Transaction [Line Items]
Company's total outstanding voting power	93.00%		93.00%
Minimum voting power required to nominate Directors	25.00%		25.00%
Company's investment in limited partnership									$ 3.2	$ 3.1
Unfunded capital commitment									2.5
Management fees	0.4	0.4	0.8	0.8
Cost incurred for legal services rendered											0.02	0.20
Brokerage fee					$ 0.1	$ 0.1	$ 0.1	$ 0.1

XML

Segment Information (Tables)

6 Months Ended

Jun. 30, 2013

Summary of Business Segment Information

The following are tabulations of business segment information for the quarters and six months ended June 30, 2013 and 2012.

Quarter Ended June 30, 2013: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	61,879		$	22,366		$	84,245
Net premiums written	$	56,387		$	21,959		$	78,346
Net premiums earned	$	46,916		$	11,755		$	58,671
Other income (loss)		248			(1	)		247
Total revenues		47,164			11,754			58,918
Losses and Expenses:
Net losses and loss adjustment expenses		30,608			4,316			34,924
Acquisition costs and other underwriting expenses		20,686	(3)		3,786			24,472
Income (loss) from segments	$	(4,130	)	$	3,652			(478	)
Unallocated Items:
Net investment income								9,765
Net realized investment gains								2,806
Corporate and other operating expenses								(2,472	)
Interest expense								(1,181	)
Income before income taxes								8,440
Income tax benefit								(224	)
Net income							$	8,664
Total assets	$	1,245,274		$	669,548	(4)	$	1,914,822

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $246 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

Quarter Ended June 30, 2012: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	52,371		$	15,261		$	67,632
Net premiums written	$	45,874		$	15,261		$	61,135
Net premiums earned	$	43,503		$	14,356		$	57,859
Other income (loss)		159			(199	)		(40	)
Total revenues		43,662			14,157			57,819
Losses and Expenses:
Net losses and loss adjustment expenses		29,871			6,287			36,158
Acquisition costs and other underwriting expenses		19,599	(3)		4,161			23,760
Income (loss) from segments	$	(5,808	)	$	3,709			(2,099	)
Unallocated Items:
Net investment income								11,071
Net realized investment gains								1,941
Corporate and other operating expenses								(2,336	)
Interest expense								(1,470	)
Income before income taxes								7,107
Income tax benefit								(2,497	)
Net income							$	9,604
Total assets	$	1,364,643		$	626,980	(4)	$	1,991,623

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $227 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

Six Months Ended June 30, 2013: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	112,967		$	46,217		$	159,184
Net premiums written	$	104,015		$	45,809		$	149,824
Net premiums earned	$	92,157		$	22,510		$	114,667
Other income (loss)		329			(28	)		301
Total revenues		92,486			22,482			114,968
Losses and Expenses:
Net losses and loss adjustment expenses		59,350			7,362			66,712
Acquisition costs and other underwriting expenses		41,081	(3)		7,868			48,949
Income (loss) from segments	$	(7,945	)	$	7,252			(693	)
Unallocated Items:
Net investment income								19,799
Net realized investment gains								8,563
Corporate and other operating expenses								(4,817	)
Interest expense								(2,354	)
Income before income taxes								20,498
Income tax benefit								(531	)
Net income							$	21,029
Total assets	$	1,245,274		$	669,548	(4)	$	1,914,822

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $482 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

Six Months Ended June 30, 2012: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	100,205		$	25,185		$	125,390
Net premiums written	$	86,780		$	24,636		$	111,416
Net premiums earned	$	91,004		$	31,325		$	122,329
Other income (loss)		313			(705	)		(392	)
Total revenues		91,317			30,620			121,937
Losses and Expenses:
Net losses and loss adjustment expenses		63,022			15,145			78,167
Acquisition costs and other underwriting expenses		39,018	(3)		7,909			46,927
Income (loss) from segments	$	(10,723	)	$	7,566			(3,157	)
Unallocated Items:
Net investment income								22,488
Net realized investment gains								3,702
Corporate and other operating expenses								(4,824	)
Interest expense								(2,948	)
Income before income taxes								15,261
Income tax benefit								(5,205	)
Net income							$	20,466
Total assets	$	1,364,643		$	626,980	(4)	$	1,991,623

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $475 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

XML

Reclassifications Out of Accumulated Other Comprehensive Income (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Other net realized investment gains	$ 3,816	$ 3,267	$ 9,616	$ 6,780
Other than temporary impairment losses on investments	(1,010)	(1,326)	(1,053)	(3,619)
Income before income taxes	8,440	7,107	20,498	15,261
Income tax (expense) benefit	224	2,497	531	5,205
Net income	8,664	9,604	21,029	20,466
Reclassification out of Accumulated Other Comprehensive Income
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Net income	(1,824)		(5,652)
Reclassification out of Accumulated Other Comprehensive Income | Unrealized Gains and Losses on Available for Sale Securities
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Other net realized investment gains	(4,018)		(9,906)
Other than temporary impairment losses on investments	1,010		1,053
Income before income taxes	(3,008)		(8,853)
Income tax (expense) benefit	1,053		3,013
Net income	(1,955)		(5,840)
Reclassification out of Accumulated Other Comprehensive Income | Foreign Currency Items
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Other net realized investment gains	202		290
Income tax (expense) benefit	(71)		(102)
Net income	$ 131		$ 188

XML

Commitments and Contingencies

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies

9. Commitments and Contingencies

Legal Proceedings

The Company is, from time to time, involved in various legal proceedings in the ordinary course of business. The Company maintains insurance and reinsurance coverage for such risks in amounts that it considers adequate. However, there can be no assurance that the insurance and reinsurance coverage that the Company maintains is sufficient or will be available in adequate amounts or at a reasonable cost. The Company does not believe that the resolution of any currently pending legal proceedings, either individually or taken as a whole, will have a material adverse effect on its business, results of operations, cash flows, or financial condition.

There is a greater potential for disputes with reinsurers who are in runoff. Some of the Company’s reinsurers’ have operations that are in runoff, and therefore, the Company closely monitors those relationships. The Company anticipates that, similar to the rest of the insurance and reinsurance industry, it will continue to be subject to litigation and arbitration proceedings in the ordinary course of business.

XML

Income Taxes

6 Months Ended

Jun. 30, 2013

Income Taxes

5. Income Taxes

The statutory income tax rates of the countries where the Company does business are 35.0% in the United States, 0.0% in Bermuda, 0.0% in the Cayman Islands, 0.0% in Gibraltar, 28.8% in the Duchy of Luxembourg, and 25.0% on non-trading income, 30.0% on capital gains and 12.5% on trading income in the Republic of Ireland. The statutory income tax rate of each country is applied against the expected annual taxable income of the Company in each country to estimate the annual income tax expense. Total estimated annual income tax expense is divided by total estimated annual pre-tax income to determine the expected annual income tax rate used to compute the income tax provision. On an interim basis, the expected annual income tax rate is applied against interim pre-tax income, excluding net realized gains and losses and discrete items such as limited partnership distributions, and then that amount is added to income taxes on net realized gains and losses, discrete items and limited partnership distributions. The Company’s income before income taxes from its non-U.S. subsidiaries and U.S. subsidiaries, including the results of the quota share and stop-loss agreements between Wind River Reinsurance and the Insurance Operations, for the quarters and six months ended June 30, 2013 and 2012 were as follows:

Quarter Ended June 30, 2013: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	51,615		$	61,879		$	(29,249	)	$	84,245
Net premiums written	$	51,208		$	27,138		$	—		$	78,346
Net premiums earned	$	36,268		$	22,403		$	—		$	58,671
Net investment income		9,126			5,545			(4,906	)		9,765
Net realized investment gains (losses)		(1	)		2,807			—			2,806
Other income (loss)		(2	)		249			—			247
Total revenues		45,391			31,004			(4,906	)		71,489
Losses and Expenses:
Net losses and loss adjustment expenses		17,059			17,865			—			34,924
Acquisition costs and other underwriting expenses		14,443			10,029			—			24,472
Corporate and other operating expenses		1,329			1,143			—			2,472
Interest expense		309			5,778			(4,906	)		1,181
Income (loss) before income taxes	$	12,251		$	(3,811	)	$	—		$	8,440

Quarter Ended June 30, 2012: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	39,177		$	52,371		$	(23,916	)	$	67,632
Net premiums written	$	39,177		$	21,958		$	—		$	61,135
Net premiums earned	$	37,086		$	20,773		$	—		$	57,859
Net investment income		9,271			6,385			(4,585	)		11,071
Net realized investment gains		539			1,402			—			1,941
Other income (loss)		(199	)		159			—			(40	)
Total revenues		46,697			28,719			(4,585	)		70,831
Losses and Expenses:
Net losses and loss adjustment expenses		23,239			12,919			—			36,158
Acquisition costs and other underwriting expenses		14,126			9,634			—			23,760
Corporate and other operating expenses		1,764			572			—			2,336
Interest expense		—			6,055			(4,585	)		1,470
Income (loss) before income taxes	$	7,568		$	(461	)	$	—		$	7,107
Six Months Ended June 30, 2013: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	100,298		$	112,967		$	(54,081	)	$	159,184
Net premiums written	$	99,890		$	49,934		$	—		$	149,824
Net premiums earned	$	70,662		$	44,005		$	—		$	114,667
Net investment income		18,774			10,795			(9,770	)		19,799
Net realized investment gains		246			8,317			—			8,563
Other income (loss)		(28	)		329			—			301
Total revenues		89,654			63,446			(9,770	)		143,330
Losses and Expenses:
Net losses and loss adjustment expenses		33,409			33,303			—			66,712
Acquisition costs and other underwriting expenses		29,591			19,358			—			48,949
Corporate and other operating expenses		2,605			2,212			—			4,817
Interest expense		626			11,498			(9,770	)		2,354
Income (loss) before income taxes	$	23,423		$	(2,925	)	$	—		$	20,498
Six Months Ended June 30, 2012: (Dollars in thousands)	Non-U.S. Subsidiaries			U.S. Subsidiaries			Eliminations			Total
Revenues:
Gross premiums written	$	70,588		$	100,205		$	(45,403	)	$	125,390
Net premiums written	$	70,040		$	41,376		$	—		$	111,416
Net premiums earned	$	78,841		$	43,488		$	—		$	122,329
Net investment income		19,059			12,599			(9,170	)		22,488
Net realized investment gains		331			3,371			—			3,702
Other income (loss)		(705	)		313			—			(392	)
Total revenues		97,526			59,771			(9,170	)		148,127
Losses and Expenses:
Net losses and loss adjustment expenses		50,283			27,884			—			78,167
Acquisition costs and other underwriting expenses		29,575			17,352			—			46,927
Corporate and other operating expenses		4,385			439			—			4,824
Interest expense		—			12,118			(9,170	)		2,948
Income before income taxes	$	13,283		$	1,978		$	—		$	15,261

The following table summarizes the components of income tax benefit:

	Quarters Ended June 30,						Six Months Ended June 30,
(Dollars in thousands)	2013			2012			2013			2012
Current income tax expense (benefit):
Foreign	$	37		$	45		$	74		$	(629	)
U.S. Federal		2,248			(2,185	)		1,610			(6,687	)
Total current income tax expense (benefit)		2,285			(2,140	)		1,684			(7,316	)
Deferred income tax expense (benefit):
U.S. Federal		(2,509	)		(357	)		(2,215	)		2,111
Total deferred income tax expense (benefit)		(2,509	)		(357	)		(2,215	)		2,111
Total income tax benefit	$	(224	)	$	(2,497	)	$	(531	)	$	(5,205	)

The weighted average expected tax provision has been calculated using income before income taxes in each jurisdiction multiplied by that jurisdiction’s applicable statutory tax rate.

The following tables summarize the differences between the tax provisions under accounting guidance applicable to interim financial statement periods and the expected tax provision at the weighted average tax rate:

	Quarters Ended June 30,
(Dollars in thousands)	2013						2012
	Amount			% of Pre- Tax Income			Amount			% of Pre- Tax  Income
Expected tax provision at weighted average rate	$	(1,297	)		(15.4	%)	$	(256	)		(3.6	%)
Adjustments:
Tax exempt interest		(261	)		(3.1	)		(372	)		(5.2	)
Dividend exclusion		(336	)		(4.0	)		(297	)		(4.2	)
Effective tax rate adjustment		1,641			19.4			(1,588	)		(22.3	)
Other		29			0.4			16			0.2
Income tax benefit	$	(224	)		(2.7	%)	$	(2,497	)		(35.1	%)

The effective income tax benefit rate for the quarter ended June 30, 2013 was 2.7%, compared to an effective income tax benefit rate of 35.1% for the quarter ended June 30, 2012. The decrease in the effective tax benefit rate is primarily due to an increase in projected income in 2013 compared to 2012. Any difference between the actual tax rate on an interim basis compared to the expected annual tax rate is reflected in the effective tax rate adjustment. The effective income tax benefit rate of 2.7% differed from the weighted average expected income tax benefit rate of 15.4% for the quarter ended June 30, 2013 due to the fact that the Company records income tax expense on an interim basis using the projected annual effective tax rate, net of tax-exempt interest and dividends. The effective income tax benefit rate of 35.1% differed from the weighted average expected income tax benefit rate of 3.6% for the quarter ended June 30, 2012 due to the fact that the Company records income tax expense using an expected annual effective tax rate, net of tax-exempt interest and dividends.

	Six Months Ended June 30,
(Dollars in thousands)	2013						2012
	Amount			% of Pre- Tax Income			Amount			% of Pre- Tax Income
Expected tax provision at weighted average rate	$	(950	)		(4.6	%)	$	279			1.8	%
Adjustments:
Tax exempt interest		(556	)		(2.7	)		(779	)		(5.1	)
Dividend exclusion		(588	)		(2.9	)		(532	)		(3.5	)
Effective tax rate adjustment		1,532			7.5			(4,175	)		(27.3	)
Other		31			0.1			2			—
Income tax benefit	$	(531	)		(2.6	%)	$	(5,205	)		(34.1	%)

The effective income tax benefit rate for the six months ended June 30, 2013 was 2.6%, compared to an effective income tax benefit rate of 34.1% for the six months ended June 30, 2012. The decrease in the effective tax benefit rate is primarily due to an increase in projected income in 2013 compared to 2012. Any difference between the actual tax rate on an interim basis compared to the expected annual tax rate is reflected in the effective tax rate adjustment. The effective income tax benefit rate of 2.6% differed from the weighted average expected income tax benefit rate of 4.6% for the six months ended ended June 30, 2013 due to the fact that the Company records income tax expense on an interim basis using the projected annual effective tax rate, net of tax-exempt interest and dividends. The effective income tax benefit rate of 34.1% differed from the weighted average expected income tax expense rate of 1.8% for the six months ended June 30, 2012 due to the fact that the Company records income tax expense using an expected annual effective tax rate, net of tax-exempt interest and dividends.

The Company had an alternative minimum tax credit carry forward of $9.2 million as of June 30, 2013 and December 31, 2012, respectively, and $6.0 million as of June 30, 2012, which can be carried forward indefinitely.

XML

Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Cash flows from operating activities:
Net income	$ 21,029	$ 20,466
Adjustments to reconcile net income to net cash used for operating activities:
Amortization of trust preferred securities issuance costs	25	33
Amortization and depreciation	385	941
Restricted stock and stock option expense	2,118	1,287
Deferred federal income taxes	(2,215)	2,111
Amortization of bond premium and discount, net	3,099	3,549
Net realized investment gains	(8,563)	(3,702)
Changes in:
Premiums receivable, net	(28,865)	(4,852)
Reinsurance receivables, net	9,182	9,891
Unpaid losses and loss adjustment expenses	(34,196)	(30,094)
Unearned premiums	34,458	(10,847)
Ceded balances payable	427	(1,244)
Other assets and liabilities, net	599	(3,165)
Contingent commissions	(2,609)	(1,242)
Federal income tax receivable/payable	5,451	(7,539)
Deferred acquisition costs, net	(7,715)	1,377
Prepaid reinsurance premiums	697	(66)
Net cash used for operating activities	(6,693)	(23,096)
Cash flows from investing activities:
Proceeds from sale of fixed maturities	193,642	270,873
Proceeds from sale of equity securities	42,551	25,159
Proceeds from maturity of fixed maturities	33,530	25,460
Purchases of fixed maturities	(214,220)	(294,711)
Purchases of equity securities	(41,781)	(27,494)
Purchases of other invested assets	(10)	(6)
Net cash provided by (used for) investing activities	13,712	(719)
Cash flows from financing activities:
Purchase of A ordinary shares	(39)	(74,850)
Principal payments of term debt		(71)
Net cash used for financing activities	(39)	(74,921)
Net change in cash and cash equivalents	6,980	(98,736)
Cash and cash equivalents at beginning of period	104,460	175,860
Cash and cash equivalents at end of period	$ 111,440	$ 77,124

XML

Fair Value and Future Funding Commitments Related to These Investments (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013		Dec. 31, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 3,226		$ 3,132
Future Funding Commitments	2,497
Equity Fund, LP
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	3,226	[1]
Future Funding Commitments	2,497	[1]
Real Estate Funds, LP
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value		[2]
Future Funding Commitments		[2]

[1] This limited partnership invests in companies from various business sectors whereby the partnership has acquired control of the operating business as a lead or organizing investor. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner.

[2] This limited partnership invests in real estate assets through a combination of direct or indirect investments in partnerships, limited liability companies, mortgage loans, and lines of credit. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner. The Company continues to hold an investment in this limited partnership and has written the fair value down to zero.

XML

Municipal Bonds with and without Insurance (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013
Financial Statement Details [Line Items]
Municipal Bonds Ratings With Insurance	$ 15,114
Ratings without Insurance	15,114
AAA Rating
Financial Statement Details [Line Items]
Municipal Bonds Ratings With Insurance	8,837
AA Rating
Financial Statement Details [Line Items]
Ratings without Insurance	8,837
A Rating
Financial Statement Details [Line Items]
Municipal Bonds Ratings With Insurance	6,277
Ratings without Insurance	$ 6,277

XML

Profit Enhancement Initiative - Additional Information (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Profit Enhancement Initiative [Line Items]
Profit enhancement initiative charges			$ (108)		$ (267)
Operating Leases
Profit Enhancement Initiative [Line Items]
Profit enhancement initiative charges	$ (40)	$ (180)	$ (108)	$ (180)	$ (267)

XML

Computation of Basic and Diluted Earnings Per Share (Detail) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Schedule Of Earnings Per Share Basic And Diluted [Line Items]
Net income	$ 8,664	$ 9,604	$ 21,029	$ 20,466
Weighted average shares outstanding - basic	25,049,888	27,829,555	25,052,488	28,223,321
Net income per share	$ 0.35	$ 0.35	$ 0.84	$ 0.73
Weighted average shares outstanding - diluted	25,119,035	27,836,453	25,120,897	28,236,562
Net income per share	$ 0.34	$ 0.35	$ 0.84	$ 0.72

XML

Liability for Unpaid Losses and Loss Adjustment Expenses - Additional Information (Detail) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Increase (reduction) in prior year accident loss reserves	$ (705,000)	$ (618,000)	$ (3,375,000)	$ (2,118,000)
Insurance Operations
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve	(400,000)	(700,000)	(3,200,000)	(2,100,000)
Insurance Operations | General Liability
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve	(1,800,000)	(600,000)	(1,800,000)	(3,100,000)
Insurance Operations | General Liability | Allowance for Reinsurance Recoverable
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve		(200,000)		(200,000)
Insurance Operations | General Liability | Accident Years 2008 and Prior
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve		(2,900,000)		(5,500,000)
Insurance Operations | General Liability | Accident Years 2009Through 2011
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve		2,500,000		2,600,000
Insurance Operations | Property Lines
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve	(2,200,000)		(5,000,000)
Insurance Operations | Property Lines | Accident Year 2012
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve	(1,100,000)
Insurance Operations | Property Lines | Accident Year 2011
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve				500,000
Insurance Operations | Asbestos | Accident Years Prior to 1990
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve	3,500,000		3,500,000
Insurance Operations | Professional Liability
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve		(400,000)
Insurance Operations | Marine Lines | Accident Year 2011
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve		400,000		900,000
Reinsurance Operations
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items]
Changes in prior year reserve	$ (300,000)	$ 100,000	$ (200,000)

XML

Segment Information

6 Months Ended

Jun. 30, 2013

Segment Information

12. Segment Information

The following are tabulations of business segment information for the quarters and six months ended June 30, 2013 and 2012.

Quarter Ended June 30, 2013: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	61,879		$	22,366		$	84,245
Net premiums written	$	56,387		$	21,959		$	78,346
Net premiums earned	$	46,916		$	11,755		$	58,671
Other income (loss)		248			(1	)		247
Total revenues		47,164			11,754			58,918
Losses and Expenses:
Net losses and loss adjustment expenses		30,608			4,316			34,924
Acquisition costs and other underwriting expenses		20,686	(3)		3,786			24,472
Income (loss) from segments	$	(4,130	)	$	3,652			(478	)
Unallocated Items:
Net investment income								9,765
Net realized investment gains								2,806
Corporate and other operating expenses								(2,472	)
Interest expense								(1,181	)
Income before income taxes								8,440
Income tax benefit								(224	)
Net income							$	8,664
Total assets	$	1,245,274		$	669,548	(4)	$	1,914,822

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $246 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

Quarter Ended June 30, 2012: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	52,371		$	15,261		$	67,632
Net premiums written	$	45,874		$	15,261		$	61,135
Net premiums earned	$	43,503		$	14,356		$	57,859
Other income (loss)		159			(199	)		(40	)
Total revenues		43,662			14,157			57,819
Losses and Expenses:
Net losses and loss adjustment expenses		29,871			6,287			36,158
Acquisition costs and other underwriting expenses		19,599	(3)		4,161			23,760
Income (loss) from segments	$	(5,808	)	$	3,709			(2,099	)
Unallocated Items:
Net investment income								11,071
Net realized investment gains								1,941
Corporate and other operating expenses								(2,336	)
Interest expense								(1,470	)
Income before income taxes								7,107
Income tax benefit								(2,497	)
Net income							$	9,604
Total assets	$	1,364,643		$	626,980	(4)	$	1,991,623

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $227 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

Six Months Ended June 30, 2013: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	112,967		$	46,217		$	159,184
Net premiums written	$	104,015		$	45,809		$	149,824
Net premiums earned	$	92,157		$	22,510		$	114,667
Other income (loss)		329			(28	)		301
Total revenues		92,486			22,482			114,968
Losses and Expenses:
Net losses and loss adjustment expenses		59,350			7,362			66,712
Acquisition costs and other underwriting expenses		41,081	(3)		7,868			48,949
Income (loss) from segments	$	(7,945	)	$	7,252			(693	)
Unallocated Items:
Net investment income								19,799
Net realized investment gains								8,563
Corporate and other operating expenses								(4,817	)
Interest expense								(2,354	)
Income before income taxes								20,498
Income tax benefit								(531	)
Net income							$	21,029
Total assets	$	1,245,274		$	669,548	(4)	$	1,914,822

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $482 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

Six Months Ended June 30, 2012: (Dollars in thousands)	Insurance Operations(1)			Reinsurance Operations(2)			Total
Revenues:
Gross premiums written	$	100,205		$	25,185		$	125,390
Net premiums written	$	86,780		$	24,636		$	111,416
Net premiums earned	$	91,004		$	31,325		$	122,329
Other income (loss)		313			(705	)		(392	)
Total revenues		91,317			30,620			121,937
Losses and Expenses:
Net losses and loss adjustment expenses		63,022			15,145			78,167
Acquisition costs and other underwriting expenses		39,018	(3)		7,909			46,927
Income (loss) from segments	$	(10,723	)	$	7,566			(3,157	)
Unallocated Items:
Net investment income								22,488
Net realized investment gains								3,702
Corporate and other operating expenses								(4,824	)
Interest expense								(2,948	)
Income before income taxes								15,261
Income tax benefit								(5,205	)
Net income							$	20,466
Total assets	$	1,364,643		$	626,980	(4)	$	1,991,623

(1) Includes business ceded to the Company’s Reinsurance Operations.

(2) External business only, excluding business assumed from affiliates.

(3) Includes federal excise tax of $475 relating to cessions from Insurance Operations to Reinsurance Operations.

(4) Comprised of Wind River Reinsurance’s total assets less its investment in subsidiaries.

XML

Related Party Transactions

6 Months Ended

Jun. 30, 2013

Related Party Transactions

8. Related Party Transactions

Fox Paine & Company

As of June 30, 2013, Fox Paine & Company, LLC (“Fox Paine”) beneficially owned shares having approximately 93% of the Company’s total outstanding voting power. Fox Paine has the right to appoint a number of the Company’s Directors equal in aggregate to the pro rata percentage of the voting shares beneficially held by Fox Paine of the Company, for so long as Fox Paine holds an aggregate of 25% or more of the voting power in the Company. Fox Paine controls the election of all of the Company’s Directors due to its controlling share ownership. The Company’s Chairman is a member of Fox Paine. The Company relies on Fox Paine to provide management services and other services related to the operations of the Company.

As of June 30, 2013 and December 31, 2012, Wind River Reinsurance was a limited partner in Fox Paine Capital Fund, II, which is managed by Fox Paine. This investment was originally made by United National Insurance Company in June 2000 and pre-dates the September 5, 2003 acquisition by Fox Paine of Wind River Investment Corporation, which was the predecessor holding company for United National Insurance Company. The Company’s investment in this limited partnership was valued at $3.2 million and $3.1 million at June 30, 2013 and December 31, 2012, respectively. At June 30, 2013, the Company had an unfunded capital commitment of $2.5 million to the partnership. There were no distributions received from the limited partnership during the second quarter of 2013 or 2012.

The Company incurred management fees of $0.4 million in each of the quarters ended June 30, 2013 and 2012 and $0.8 million in each of the six months ended June 30, 2013 and 2012 as part of the annual management fee that is paid to Fox Paine.

Cozen O’Connor

The Company did not incur any fees for legal services rendered by Cozen O’Connor during the quarters ended June 30, 2013 and 2012, respectively. The Company incurred $0.02 million and $0.2 million for legal services rendered by Cozen O’Connor during the six months ended June 30, 2013 and 2012, respectively. Stephen A. Cozen, the chairman of Cozen O’Connor, is a member of the Company’s Board of Directors.

Crystal & Company

During each of the quarters and six months ended June 30, 2013 and 2012, the Company incurred $0.1 million in brokerage fees to Crystal & Company, an insurance broker. Prior to October 15, 2012, Crystal & Company was known as Frank Crystal & Company. James W. Crystal, the chairman and chief executive officer of Crystal & Company, is a member of the Company’s Board of Directors.

Hiscox Insurance Company (Bermuda) Ltd.

Wind River Reinsurance is a participant in a reinsurance agreement with Hiscox Insurance Company (Bermuda) Ltd. (“Hiscox Bermuda”) effective January 1, 2013. Steve Green, the President of Wind River Reinsurance, is a member of Hiscox Bermuda’s Board of Directors. The Company estimated that the following earned premium and incurred losses related to the agreement have been assumed by Wind River Reinsurance from Hiscox Bermuda:

(Dollars in thousands)	Quarter Ended June 30, 2013		Six Months Ended June 30, 2013
Assumed earned premium	$	654	$	1,008
Assumed losses and loss adjustment expenses		289		378

Net balances due to Wind River Reinsurance under this agreement are as follows:

(Dollars in thousands)	As of June  30, 2013
Net balance receivable	$	3,228

XML

Earnings Per Share - Additional Information (Detail)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Earnings Per Share [Line Items]
Shares excluded from calculation of diluted earnings per share	145,450	565,775	145,450	565,775

XML

Profit Enhancement Initiative (Tables)

6 Months Ended

Jun. 30, 2013

Summary of Charges Incurred by Expense Type and Remaining Liability

The following table summarizes charges incurred by expense type and the remaining liability as of June 30, 2013 and December 31, 2012:

(Dollars in thousands)	Employee Termination			Operating Leases			Total
Liability at January 1, 2012	$	785		$	1,828		$	2,613
Cash payments		(773	)		(690	)		(1,463	)
Non-cash adjustments		—			(267	)		(267	)
Liability at December 31, 2012	$	12		$	871		$	883
Cash payments		(12	)		(289	)		(301	)
Non-cash adjustments		—			(108	)		(108	)
Liability at June 30, 2013	$	—		$	474		$	474

XML

Subsequent Events

6 Months Ended

Jun. 30, 2013

Subsequent Events

13. Subsequent Events

On July 19, 2013, the Company paid the entire outstanding principal amount on its guaranteed senior notes. The payment of $58.6 million consisted of principal of $54.0 million and interest of $4.6 million, which included a make-whole provision of $2.9 million. This payment was funded by borrowing $60.0 million pursuant to a daily credit margin borrowing facility with a borrowing rate that is tied to LIBOR and is currently less than 1%. Approximately $75.0 million in collateral was deposited to support the borrowing. The amount borrowed against the margin account may fluctuate as routine investment transactions, such as dividends received, investment income received, maturities and pay-downs, impact cash balances. The borrowing is subject to maintenance margin, which is a minimum account balance that must be maintained. A decline in market conditions could require an additional deposit of collateral. The margin facility contains customary events of default, including, without limitation, insolvency, failure to make required payments, failure to comply with any representations or warranties, failure to adequately assure future performance, and failure of a guarantor to perform under its guarantee.

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2013	Aug. 02, 2013 Ordinary Shares A	Aug. 02, 2013 Ordinary Shares B
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Trading Symbol	GBLI
Entity Registrant Name	GLOBAL INDEMNITY PLC
Entity Central Index Key	0001494904
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Ordinary Shares, Shares Outstanding		13,123,261	12,061,370

XML

Principles of Consolidation and Basis of Presentation (Policies)

6 Months Ended

Jun. 30, 2013

Segment Reporting Policy

The Company manages its business through two business segments: Insurance Operations, which includes the operations of United National Insurance Company, Diamond State Insurance Company, United National Casualty Insurance Company, United National Specialty Insurance Company, Penn-America Insurance Company, Penn-Star Insurance Company, Penn-Patriot Insurance Company, American Insurance Adjustment Agency, Inc., Collectibles Insurance Services, LLC, Global Indemnity Insurance Agency, LLC, and J.H. Ferguson & Associates, LLC, and Reinsurance Operations, which includes the operations of Wind River Reinsurance Company, Ltd. (“Wind River Reinsurance”)

Interim Consolidated Financial statements

The interim consolidated financial statements are unaudited, but have been prepared in conformity with United States of America generally accepted accounting principles (“GAAP”), which differs in certain respects from those principles followed in reports to insurance regulatory authorities. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The unaudited consolidated financial statements include all adjustments that are, in the opinion of management, of a normal recurring nature and are necessary for a fair statement of results for the interim periods. Results of operations for the quarters and six months ended June 30, 2013 and 2012 are not necessarily indicative of the results of a full year. The accompanying notes to the unaudited consolidated financial statements should be read in conjunction with the notes to the consolidated financial statements contained in the Company’s 2012 Annual Report on Form 10-K.

Intercompany Balances and Transactions

The consolidated financial statements include the accounts of Global Indemnity and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

The Company’s wholly owned business trust subsidiaries, United National Group Capital Trust I (“UNG Trust I”) and United National Group Capital Statutory Trust II (“UNG Trust II”), are not consolidated pursuant to the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification. The Company’s business trust subsidiaries have issued $30.0 million in floating rate capital securities (“Trust Preferred Securities”) and $0.9 million of floating rate common securities. The sole assets of the Company’s business trust subsidiaries are $30.9 million of junior subordinated debentures issued by the Company, which have the same terms with respect to maturity, payments, and distributions as the Trust Preferred Securities and the floating rate common securities.

Profit Enhancement Initiative

In 2010 and 2011, the Company committed to a Profit Enhancement Initiative in response to the continuing impact of the domestic recession and the competitive landscape within the excess and surplus lines market. The total cost of this initiative was recorded in the Company’s statements of operations during those years. All action items related to this initiative were completed by December 31, 2011.

Investments

The Company regularly performs various analytical valuation procedures with respect to its investments, including reviewing each fixed maturity security in an unrealized loss position to assess whether the security is a candidate for credit loss. Specifically, the Company considers credit rating, market price, and issuer specific financial information, among other factors, to assess the likelihood of collection of all principal and interest as contractually due. Securities for which the Company determines that a credit loss is likely are subjected to further analysis through discounted cash flow testing to estimate the credit loss to be recognized in earnings, if any. The specific methodologies and significant assumptions used by asset class are discussed below. Upon identification of such securities and periodically thereafter, a detailed review is performed to determine whether the decline is considered other than temporary. This review includes an analysis of several factors, including but not limited to, the credit ratings and cash flows of the securities and the magnitude and length of time that the fair value of such securities is below cost.

For fixed maturities, the factors considered in reaching the conclusion that a decline below cost is other than temporary include, among others, whether:

(1) the issuer is in financial distress;

(2) the investment is secured;

(3) a significant credit rating action occurred;

(4) scheduled interest payments were delayed or missed;

(5) changes in laws or regulations have affected an issuer or industry;

(6) the investment has an unrealized loss and was identified by the Company’s investment manager as an investment to be sold before recovery or maturity; and

(7) the investment failed cash flow projection testing to determine if anticipated principal and interest payments will be realized.

According to accounting guidance, for debt securities in an unrealized loss position, the Company is required to assess whether it has the intent to sell the debt security or more likely than not will be required to sell the debt security before the anticipated recovery. If either of these conditions is met the Company must recognize an other than temporary impairment with the entire unrealized loss being recorded through earnings. For debt securities in an unrealized loss position not meeting these conditions, the Company assesses whether the impairment of a security is other than temporary. If the impairment is deemed to be other than temporary, the Company must separate the other than temporary impairment into two components: the amount representing the credit loss and the amount related to all other factors, such as changes in interest rates. The credit loss represents the portion of the amortized book value in excess of the net present value of the projected future cash flows discounted at the effective interest rate implicit in the debt security prior to impairment. The credit loss component of the other than temporary impairment is recorded through earnings, whereas the amount relating to factors other than credit losses are recorded in other comprehensive income, net of taxes.

For equity securities, management carefully reviews all securities with unrealized losses to determine if a security should be impaired with a focus on securities that have either:

(1) persisted with unrealized losses for more than twelve consecutive months or

(2) the value of the investment has been 20% or more below cost for six continuous months or more.

Fair Value Measurement Policy

The accounting standards related to fair value measurements define fair value, establish a framework for measuring fair value, outline a fair value hierarchy based on inputs used to measure fair value, and enhance disclosure requirements for fair value measurements. These standards do not change existing guidance as to whether or not an instrument is carried at fair value. The Company has determined that its fair value measurements are in accordance with the requirements of these accounting standards.

The Company’s invested assets are carried at their fair value and are categorized based upon a fair value hierarchy:

• Level 1 – inputs utilize quoted prices (unadjusted) in active markets for identical assets that the Company has the ability to access at the measurement date.

• Level 2 – inputs utilize other than quoted prices included in Level 1 that are observable for similar assets, either directly or indirectly.

• Level 3 – inputs are unobservable for the asset, and include situations where there is little, if any, market activity for the asset.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset.

Both observable and unobservable inputs may be used to determine the fair value of positions that the Company has classified within the Level 3 category. As a result, the unrealized gains and losses for invested assets within the Level 3 category presented in the tables below may include changes in fair value that are attributed to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs.

 Based on the typical trading volumes and the lack of quoted market prices for fixed maturities, security prices are derived through recent reported trades for identical or similar securities making adjustments through the reporting date based upon available market observable information. If there are no recent reported trades, matrix or model processes are used to develop a security price where future cash flow expectations are developed based upon collateral performance and discounted at an estimated market rate. Included in the pricing of asset-backed securities, collateralized mortgage obligations, and mortgage-backed securities are estimates of the rate of future prepayments of principal over the remaining life of the securities. Such estimates are derived based on the characteristics of the underlying structure and prepayment speeds previously experienced at the interest rate levels projected for the underlying collateral. For corporate loans, price quotes from multiple dealers along with recent reported trades for identical or similar securities are used to develop prices.

The Company’s pricing vendors provide prices for all investment categories except for investments in limited partnerships.

The following is a description of the valuation methodologies used by the Company’s pricing vendors for investment securities carried at fair value:

• Equity prices are received from all primary and secondary exchanges.

• Corporate and agency bonds are evaluated by utilizing a multi-dimensional relational model. For bonds with early redemption options, the pricing vendor utilizes an option adjusted spread model. Both asset classes use standard inputs and incorporate security set up, defined sector breakdown, benchmark yields, apply base spreads, yield to maturity, and adjust for corporate actions.

• A volatility-driven multi-dimensional spread table or an option-adjusted spread model and prepayment model is used for agency commercial mortgage obligations (“CMO”). For non-agency CMOs, a prepayment/spread/yield/price adjustment model is utilized. CMOs are categorized with mortgage-backed securities in the tables listed above. For ABSs, a multi-dimensional, collateral specific spread / prepayment speed tables is utilized. For both asset classes, evaluations utilize standard inputs plus new issue data, monthly payment information, and collateral performance. The evaluated pricing models incorporate security set-up, prepayment speeds, cash flows, and treasury swap curves and spread adjustments.

• For municipals, a multi-dimensional relational model is used to evaluate securities within this asset class. The evaluated pricing models for this asset class incorporate security set-up, benchmark yields, apply base spreads, yield to worst or market convention, ratings updates, prepayment schedules and adjustments for material events notices.

• U.S. treasuries are evaluated by obtaining feeds from a number of live data sources including active market makers and inter-dealer brokers.

• For MBSs, the pricing vendor utilizes a matrix model correlation to TBA (a forward MBS trade) or benchmarking to value a security.

• Corporate loans are priced using averages of bids and offers obtained from the broker/dealer community involved in trading such loans.

Statutory income tax rates

The statutory income tax rate of each country is applied against the expected annual taxable income of the Company in each country to estimate the annual income tax expense.

Loss Reserves And Prior Year Development

When analyzing loss reserves and prior year development, the Company considers many factors, including the frequency and severity of claims, loss trends, case reserve settlements that may have resulted in significant development, and any other additional or pertinent factors that may impact reserve estimates.

Earnings Per Share

Earnings per share have been computed using the weighted average number of ordinary shares and ordinary share equivalents outstanding during the period.

XML

Information with Respect to Ordinary Shares that were Surrendered or Repurchased (Parenthetical) (Detail)	6 Months Ended
	Jun. 30, 2012
April 1 to April 30, 2012
Equity, Class of Treasury Stock [Line Items]
Shares surrendered by employees as payment of taxes withheld on vesting of restricted stock	85
June 1 to June 30, 2012
Equity, Class of Treasury Stock [Line Items]
Shares surrendered by employees as payment of taxes withheld on vesting of restricted stock	495

XML

Information with Respect to Ordinary Shares that were Surrendered or Repurchased (Detail) (USD $)	3 Months Ended
	Jun. 30, 2013		Jun. 30, 2012
Equity, Class of Treasury Stock [Line Items]
Total Number of Shares Purchased	507	[1]	2,968,378	[1]
Average Price Paid Per Share	$ 23.03	[1]	$ 21.70	[1]
Total Number of Shares Purchased as Part of Publicly Announced Plan or Program			2,967,798	[1]
April 1 to April 30, 2013
Equity, Class of Treasury Stock [Line Items]
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program	$ 16,857,963	[1],[2]
May 1 to May 31, 2013
Equity, Class of Treasury Stock [Line Items]
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program	16,857,963	[1],[2]
June 1 to June 30, 2013
Equity, Class of Treasury Stock [Line Items]
Total Number of Shares Purchased	507	[1],[3]
Average Price Paid Per Share	$ 23.03	[1]
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program	16,857,963	[1],[2]
April 1 to April 30, 2012
Equity, Class of Treasury Stock [Line Items]
Total Number of Shares Purchased			54,419	[1],[4],[5]
Average Price Paid Per Share			$ 18.83	[1]
Total Number of Shares Purchased as Part of Publicly Announced Plan or Program			54,334	[1]
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program			60,902,382	[1],[2]
May 1 to May 31, 2012
Equity, Class of Treasury Stock [Line Items]
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan or Program			$ 60,902,382	[1],[2]
June 1 to June 30, 2012
Equity, Class of Treasury Stock [Line Items]
Total Number of Shares Purchased			2,913,959	[1],[5],[6]
Average Price Paid Per Share			$ 21.75	[1]
Total Number of Shares Purchased as Part of Publicly Announced Plan or Program			2,913,464	[1]

[1] Based on settlement date.

[2] Approximate dollar value of shares that may yet be purchased is as of the last date of the applicable month.

[3] Surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

[4] Includes 85 shares surrendered by employees as payment of taxes withheld on the vesting of restricted stock.

[5] Purchased as part of the repurchase authorization announced in September 2011.

[6] Includes 495 shares surrendered by employees as payment of taxes withheld on the vesting of restricted stock.