Greenwich Insurance Company - 12-31-15 - Delaware

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SALUTATIONApril 26, 2017Honorable Trinidad NavarroCommissioner of InsuranceDelaware Department of InsuranceRodney Building841 Silver Lake BoulevardDover, Delaware 19904Dear Commissioner:In compliance with instructions and pursuant to statutory provisions contained inCertificate of Authority No. 16.019, dated May 31, 2016, an examination has been made of theaffairs, financial condition and management ofGREENWICH INSURANCE COMPANYhereinafter referred to as “the Company” or “GIC” and incorporated under the laws of the Stateof Delaware as a stock company with its home office located at 1209 Orange Street, Wilmington,Delaware. The examination was conducted at the administrative office of the Company locatedat, Two Harbor Point, 100 Washington Boulevard, Stamford, CT 06902.examination thereon is respectfully submitted.The report of

Greenwich Insurance CompanySCOPE OF EXAMINATIONThe Delaware Department of Insurance (Department) performed a risk-focused financialexamination of the Company. The last examination was conducted as of December 31, 2010, bythe Department. This examination covered the period of January 1, 2011 through December 31,2015, and encompasses a general review of transactions during the period, the Company’sbusiness policies and practices, as well as management and relevant corporate matters, with adetermination of the financial condition of the Company at December 31, 2015. Transactionssubsequent to the examination date were reviewed where deemed necessary.The examination of the Company was performed as part of the multi-state coordinatedexamination of the X.L. America group of companies as of December 31, 2015. The New YorkDepartment of Financial Services (DFS) was the lead state. The examination was conductedconcurrently with that of its Delaware domiciled subsidiaries, XL Insurance America, Inc.(XLIA), XL Select Insurance Company (Select), XL Specialty Insurance Company (Specialty),and Indian Harbor Insurance Company (IHIC). To the fullest extent, the efforts, resources,project material and findings were coordinated and made available to all examinationparticipants.We conducted our examination in accordance with the National Association of InsuranceCommissioners (NAIC) Financial Condition Examiners Handbook (Handbook) and generallyaccepted statutory insurance examination standards consistent with the Insurance Code andRegulations of the State of Delaware. The NAIC Handbook requires that we plan and performthe examination to evaluate the financial condition, assess corporate governance, identify currentand prospective risks of the company and evaluate system controls and procedures used to2

Greenwich Insurance Companymitigate those risks. An examination also includes identifying and evaluating significant risksthat could cause an insurer’s surplus to be materially misstated both currently and prospectively.All accounts and activities of the Company were considered in accordance with the riskfocused examination process.This may include assessing significant estimates made bymanagement and evaluating management’s compliance with Statutory Accounting Principles.The examination does not attest to the fair presentation of the financial statements includedherein. If, during the course of the examination an adjustment is identified, the impact of suchadjustment will be documented separately following the Company’s financial statements.This examination report includes significant findings of fact, along with generalinformation about the insurer and its financial condition. There may be other items identifiedduring the examination that, due to their nature, are not included within the examination reportbut separately communicated to other regulators and/or the Company.During the course of this examination, consideration was given to work performed by theCompany’s external accounting firm, PricewaterhouseCoopers, LLP, (PwC). Certain auditorwork papers of their 2015 audit have been incorporated into the work papers of the examinersand have been utilized in determining the scope, areas of emphasis in conducting theexamination and in the area of risk mitigation and substantive testing.SUMMARY OF SIGNIFICANT FINDINGSThere were no significant findings or material changes in financial statements as a resultof this examination.3

Greenwich Insurance CompanyCOMPANY HISTORYThe Company was originally incorporated under the laws of the State of California onFebruary 18, 1946, and began business on May 4, 1946. The Company operated under the nameHarbor Insurance Company until 1991, when the present name was adopted.EffectiveDecember 24, 2002, the Company was re-domiciled from the State of California to the State ofDelaware.Effective December 13, 1990, all of the outstanding shares of GIC were purchased fromThe Continental Corporation by XL Reinsurance America Inc. (XLRA) (formerly known asNAC Reinsurance Corporation), a New York domiciled insurer, thereby making GIC a whollyowned direct subsidiary of XLRA. There have been no changes during the current examinationperiod.CapitalizationThe Company’s Certificate of Incorporation authorizes the issue of 1,000,000 shares ofcommon stock with a 28.00 par value. As of December 31, 2015, the Company had 127,075common shares issued and outstanding totaling 3,558,100. As noted above, all outstandingcommon stock shares of the Company are owned by XLRA. As of December 31, 2015, theCompany reported gross paid in and contributed surplus of 347,187,201.DividendsDividends approved by the Department and paid to the sole stockholder during theexamination period were as follows:Date DeclaredDate PaidDividend PaidApril 25, 2011May 2, 2011 45,000,000March 20, 2013March 27, 2013 44,079,9714

Greenwich Insurance CompanyApril 9, 2014April 14, 2014 41,600,000March 25, 2015April 15, 2015 39,730,000No dividends were declared or paid in 2012.MANAGEMENT AND CONTROLDirectorsPursuant to the general Corporation Laws of the State of Delaware, as implemented bythe Company’s Certificate of Incorporation and bylaws, the property and affairs of the Companymust be managed by or under the direction of its Board of Directors. The Company’s bylawsrequire its Board of Directors consist of not less than one or more than twenty-one members,except that in the absence of any such delegation, the number shall be six.Each Director is elected annually by the stockholder and holds office until the nextannual election and until their successors are elected and qualify except as removed for causeand the successor elected by a special meeting of the stockholder. Directors duly elected andserving as of December 31, 2015, were as follows:NameBusiness AffiliationJoseph Anthony ToccoPresident and Chief Executive OfficerDavid Douglas BrooksSenior Vice PresidentJames Michael DiVirgilioSenior Vice PresidentJames Michael NorrisSenior Vice PresidentTodd David ZimmermanSenior Vice PresidentJohn Patrick WelchSenior Vice PresidentDonna Marie NadeauExecutive Vice PresidentRobert Michael ShineExecutive Vice President5

Greenwich Insurance CompanyOfficersOfficers were elected in accordance with the bylaws during the period underexamination. The bylaws require election of a President, a Secretary and a Treasurer, and may,at the discretion of the Board of Directors, include one or more Executive Vice Presidents and aChief Executive Officer (CEO) (collectively the Senior Officers). The Senior Officers shall beelected by the Board of Directors. Additional other officers (Subordinate Officers) may beelected by the Board of Directors or appointed by the CEO. Any number of offices may be heldby the same person. The primary officers serving as of December 31, 2015, were as follows:TitleNameJoseph Anthony ToccoPresident and Chief Executive OfficerAndrew Robert WillVice President and ControllerGabriel George Carino IIIVice President and TreasurerToni Ann PerkinsVice President and SecretaryCorporate RecordsThe recorded minutes of the shareholder and Board of Directors were reviewed for theperiod under examination.The recorded minutes of the Board of Directors adequatelydocumented its meetings and approval of Company transactions and events including approval ofinvestment transactions in accordance with 18 Del. C. §1304. In addition, review of Companyfiles indicated that written correspondence was submitted to the Department with regards to thechanges in officers and directors during the period under examination in compliance with 18 Del.C. §4919.Insurance Holding Company SystemThe Company is a member of an insurance holding company system known as XL Groupplc., (XL Group Ireland) as defined under 18 Del. C. §5001 of the Delaware Insurance Code.6

Greenwich Insurance CompanyThe Company is a wholly-owned subsidiary of XL Reinsurance America Inc., (XLRA) which isa wholly-owned subsidiary of X.L. America, Inc., whose ultimate parent is XL Group Ireland.XL Group Ireland, through its subsidiaries, is a global insurance and reinsurancecompany providing property, casualty and specialty products to industrial, commercial andprofessional firms, insurance companies and other enterprises on a worldwide basis. It is tradedon the NYSE under the ticker symbol XL.On September 28, 2015, XL Group Ireland effected an internal reorganization to align thenewly acquired insurance operations of Catlin Group Limited (CGL) with XL Group's existingoperations. The transfer of ownership of CGL's U.S. insurance operations to X.L. America, Inc.,which is the holding company for XL Group Ireland’s U.S. insurance operations (InternalReorganization). As a result of the Internal Reorganization, Catlin, LLC is now a wholly-ownedsubsidiary of X.L. America, Inc., with Catlin Specialty Insurance Company remaining as awholly-owned subsidiary of Catlin, LLC. X.L. America, Inc. remains the ultimate controllingparent of the Delaware insurers following the Internal Reorganization and the Company remainsa wholly-owned subsidiary of XLRA.During 2016, XL Group Ireland, re-domesticated from Ireland to Bermuda and changedits legal name from XL Group plc to XL Group Ltd.An abbreviated organizational chart of XL Group Ireland as of December 31, 2015, is asfollows (ownership of subsidiaries is 100% unless otherwise noted):XL Group plc (Ireland)*XL Financial Holdings Limited (Ireland)X.L. America, Inc. (DE)**XL Financial Solutions, Inc. (DE)Catlin, LLC (DE)Catlin Insurance Services Inc. (LA)Catlin Specialty Insurance Company (DE)7

Greenwich Insurance CompanyCatlin Indemnity Company (DE)Catlin Insurance Company Inc. (TX)Catlin Underwriting, Inc. (DE)XL Reinsurance America Inc. (NY)Greenwich Insurance Company (DE)XL Insurance America, Inc. (DE)XL Select Insurance Company (DE)XL Insurance Company of New York, Inc. (NY)XL Group Investments LLC (DE)XL Group Investments LtdXL Specialty Insurance Company (DE)Indian Harbor Insurance Company (DE)* Redomesticated to Bermuda in 2016. Named changed to XL Group Ltd.** X.L. America, Inc. – General PartnerGarrison Investments Inc. – Limited PartnerAFFILIATED AGREEMENTSThe Company is party to several inter-company agreements and transactions, which weredisclosed in the Form B filings with the Delaware Insurance Department.Expense Sharing AgreementThe Delaware XL Pool Members (GIC, IHIC, XLIA, Select, Specialty) entered into anexpense sharing agreement effective July 1, 2001, and most recently amended May 1, 2015, withX.L. America and X.L. Global Services, Inc., and certain affiliated companies. The agreementcalls for X.L. Global Services, Inc. to provide information and technology services; planning;expense management and budget support; project management and application developmentsupport; reinsurance services; actuarial services; human resource services and other services.The services are charged on a cost basis. A report covering all the items and incurred chargesand/or credits is furnished quarterly with the final payment being remitted within thirty daysupon receipt of the quarterly report.8

Greenwich Insurance CompanyTax Sharing and Payment AgreementEffective September 1, 2001, and most recently amended May 1, 2015, X.L. Americamaintains a tax sharing agreement with its subsidiaries (including the Company), whereby theMembers of the group agree to pay an amount equal to the federal income tax liability whichsuch Member would have incurred if such Member had filed a separate federal income taxreturn. For each estimated tax period of any year, the estimated federal income tax liability ofeach Member shall be determined and shall be paid within 10 days of receipt of notice. The finalamount required to be paid for any taxable year shall be paid on or before the date on which theconsolidated return of the group is required to be filed without regard to any extension of time tofile.Investment Management AgreementEffective July 1, 2004, and amended thereafter, the Company appointed XL InvestmentManagement Limited (XLIML), a Bermuda Company, now known as XL Group Investment Ltd(XLGIL), to provide investment management, financial advisory and administrative services asrequired. XLGIL shall act in accordance with investment laws in Delaware and in accordancewith the overall investment policy established by the Company under the direction of the Board.XLGIL shall have the authority to negotiate, contract and terminate investment fund managersfor each portfolio, in accordance with the overall investment policy guidelines. Fees for thisservice are .06% (or 6 basis points) of total assets under management.Internal Allocation AgreementEffective January 1, 2010, XLRA as Pool Leader, on behalf of the Pool Members, XLInsurance Company Limited, XL Insurance Switzerland Ltd., XL Re Ltd., XL Insurance(Bermuda) Ltd., XL London Market Ltd. on behalf of the Underwriting Members of Lloyds9

Greenwich Insurance CompanySyndicates Nos. 588, 861, 990, and 1209, XL Re Latin America Ltd., XL Insurance Mexico, XLResseguros Brazil, XL Re Europe Limited, collectively known as the Allocating Companies,agreed to an internal reinsurance allocation. The allocating companies intend to purchase onbehalf of themselves and their insurer affiliates and subsidiaries, various forms of reinsuranceand retrocessional coverage. This agreement shall allocate the respective reinsurance premiumcosts and reinsurance contract recoveries. The shared reinsurance and retrocessional contractswill be allocated in an equitable manner reflecting the relative exposures of each of theAllocating Companies.TERRITORY AND PLAN OF OPERATIONTerritoryAs of December 31, 2015, the Company was licensed to transact the business ofinsurance in all 50 states, including the District of Columbia, Guam, and Puerto Rico. Theprincipal office facilities of the Company are located in Stamford, Connecticut.Plan of OperationThe XL Catlin Group operates in the insurance and reinsurance markets. EffectiveJanuary 1, 2017, the Property and Casualty Operating Model includes three Business Groups inthe Insurance segment:Global Lines:Includes the majority of business lines with products which are availableglobally, including Specialty and Energy businesses.International:Includes Property, Casualty and Professional/ Financial Lines businessesoperating in markets outside of North America.North America:Includes the Property, Casualty and Professional businesses.10

Greenwich Insurance CompanyThe Company operates in the North America business group. The Company primarilyprovides authorized insurance in Construction, Excess Casualty, Professional, Design, Propertyand Environmental lines of business.The Company distributes its insurance products and services through managing generalagents, brokers and agents, appointed and licensed as required by the various jurisdictions inwhich it operates. The Company accepts business produced by major national brokerage firms,as well as regional and independent producers.The Company has agreements with unaffiliated managing general agents (MGAs) toproduce business on its behalf. Direct premiums by MGAs in 2015 which exceeded 5% of theCompany’s policyholder surplus were produced by the following MGAs:American Specialty Insurance & Risk Services Inc. (ASI)Total Direct Premium Written 43,009,789ASI is a MGA as defined in 18 Del. C. §1802(3) “Managing general agent” and wasproperly disclosed in the 2015 Annual Statement Notes to the Financial Statements.REINSURANCEThe Company reported the following distribution of premiums written for the yearsended December 31, 2015, and the prior examination date of December 31, 2010:Direct businessReinsurance assumed from affiliatesReinsurance assumed from non-affiliatesGross premiums writtenReinsurance ceded to affiliatesReinsurance ceded to non-affiliatesTotal cededNet premiums written ,692,527566,692,527159,256,22011% GPW76.2%21.9%1.9%100%78.1%78.1%21.9% ,557,134535,557,134129,393,472% GPW78.0%19.5%2.5%100%80.5%80.5%19.5%

Greenwich Insurance CompanyAffiliated ReinsuranceThe Company is a participant of the XL America Group Reinsurance Pooling Agreementmost recently amended December 1, 2013, “Fifth and Amended Restated Inter-CompanyReinsurance Pooling Agreement”.The pool percentages for the Company and its insurance pool Members (XL Pool) are asfollows:NAIC #20583223222455419607401933788536940Pool PercentageCompanyas of December 31, 2015XL Reinsurance America Inc. (NY)65%Greenwich Insurance Company (DE)12%XL Insurance America, Inc. (DE)10%XL Select Insurance Company (DE)2%XL Insurance Company of New York, Inc. (NY)3%XL Specialty Insurance Company (DE)6%Indian Harbor Insurance Company (DE)2%Under the terms of the Pooling Agreement, 100% of all the member’s gross premiums,losses, insurance expenses and related underwriting activity of the Pool Members are ceded tothe Pool Leader, XLRA. After placement of specific unaffiliated reinsurance, the Pool Leaderthen will reinsure 50% of the remaining business under the Quota Share ReinsuranceAgreements (QS Agreement) with an affiliated off-shore reinsurance company, XL Insurance(Bermuda) Limited (XLIB), which is a subsidiary of XL Group, the ultimate parent of theCompany.All ceded reinsurance balances related to external reinsurance contracts are recorded inthe statutory financial statements of XLRA, and all reinsurers which are parties to such contractsare included in XLRA’s Schedule F. Any Schedule F penalty determined within XLRA’sSchedule F is shared by the Pool Members in accordance with their Pooling Agreementparticipation percentages.12

Greenwich Insurance CompanyFor 2015, the Company ceded 100% of its direct premium written ( 552.9 million) and100% of its business assumed from non-affiliates ( 13.8 million) and losses to its upstreamparent, XL Reinsurance America Inc., pursuant to the terms of the affiliated reinsuranceagreement, while assuming approximately 159.3 million from affiliates (100% of its assumedpremium).As of December 31, 2015, the Company reported total gross reinsurance recoverables of 1,537 million. Gross reinsurance recoverables consisted of 497.5 million recoverables forknown case and case LAE reserves. The Company also reported reinsurance recoverables of 804.9 million pertaining to IBNR loss and LAE reserves. The remaining 234.6 million ingross reinsurance recoverables consisted of unearned premium and contingent commissions.The Company’s reinsurance recoverables had minimal collateral.Non-Affiliate ReinsuranceThe X.L. America Group Pool leader, XLRA, places all non-affiliate ceded reinsurancefor the benefit of itself and the Pool members.The Company’s ceded reinsurance program for its property business consists of excess ofloss and facultative coverage on both per risk and event basis. The Core Property Risk andCatastrophe Program (losses occurring basis) includes coverage on worldwide (“WW”) business,which excludes the US (“excluding US”), as well as coverage which includes the US.Specific Insurance segment coverage is detailed below:Type of TreatyCessionProperty Per Risk Excess of Loss, 5 Layers 970,000,000 excess of 30,000,0001st Layer (90% placed)2nd Layer (95% placed)13

Greenwich Insurance CompanyProperty – US Catastrophe, 3 Layers 550,000,000 excess of 100,000,0001st Layer (90% placed)2nd Layer (95% placed)Property International Catastrophe, 2 Layers 125,000,000 excess of 75,000,000Quarterly Volatility Cover 100,000,000 excess of 85,000,000(42.5% placed)Risk Clash Excess of Loss on Inland Marine,Specialty & Property – Losses Occurring Basis 70,000,000 excess of 70,000,000(71.4286% placed)US Ocean Inland Marine Excess of Loss – LossesOccurring Basis, 3 layers 35,000,000 excess of 5,000,000Engineering Excess of Loss – Losses OccurringBasis 20,000,000 excess of 20,000,000Surety Excess of Loss – Losses Occurring Basis 50,000,000 excess of 12,500,0001st Layer (87.5% placed)2nd Layer (100% placed)ProgramsAmericas Casualty Quota ShareProgramsNon-Programs40% quota share up to 75,000,00040% quota share up to 75,000,000Product Recall – Risks Attaching BasisMax Net on a 15m policy is 9m 5,000,000 excess of 10,000,000Retention (60%)1st layer (60% placed)Select Professional Public Entity Quota Share30% quota share up to 10,000,000Programs Division Property Catastrophe XOLCoverage ACoverage B3 LayersTop Layer 25,000,000 excess of 25,000,000 15,000,000 excess of 10,000,000 excess of 15,000,000; 2nd Event 10,000,000 5,000,000 excess of 50,000,000Design, Select and Cyber & TechnologyQualified Primary and Excess Quota Share Risks Attaching Basis1455% quota share, limit 10,000,000

Greenwich Insurance CompanyProfessionalConstruction Professional Liability Quota Share - 50% quota share, limit 25,000,000Risks Attaching BasisNorth American Professional Quota Share - Risks 50% quota share, limit 25,000,000Attaching BasisProfessional Select Lawyers Quota Share - Risks 50% quota share, limit 5,000,000Attaching BasisSpecialty LinesGlobal Marine and Energy 205,000,000 excess of 7,500,000Global Marine – Ongoing 7 Layers, ExcludingGulf of Mexico Wind Energy Paid Losses from2nd to 6th LayerAerospaceAviation Quota Share(Legacy XL business)100% of 5% quota shareHull – Limit 200,000,000Liability – Limit 2,000,000,000Aviation War Excess of Loss(Legacy XL business)Hull - 15,000,000 excess of 10,000,000Other – Layer 1, 15,000,000 excess of 75,000,000Layer 2, 25,000,000 excess of 100,000,000General Aviation Risk Excess of Loss(XL Catlin combined)Hull – 65,000,000 excess of 10,000,000Liability – 490,000,000 excess of 10,000,000Aviation Core Excess of Loss(XL Catlin combined) 395,000,000 excess of 40,000,000Aviation Quota Share(XL Catlin combined)20% quota share on core and general aviationbusinessHull – Limit 75,000,000Liability – Limit 750,000,000Hull War Quota Share(XL Catlin combined)60% quota share of 40,000,000 hullSpace Quota Share (Satellite Launch)66.5% quota share of any one satellite, anyone launch, limit 40,000,00015

Greenwich Insurance CompanyWorkers CompensationWorkers Compensation UnderlyingConstruction Excess of Loss – LossesOccurring Basis, 2 Layers 15,000,000 excess of 5,000,0001st layer (75% placed)2nd layer (75% placed)Workers Compensation Catastrophe LossesOccurring Basis, 3 Layers (Single InsuredEvent) 260,000,000 excess of 25,000,000Workers Compensation Catastrophe LossesOccurring Basis, 3 Layers (Multiple InsuredEvent) 260,000,000 excess of 40,000,000Political RisksPolitical Risks Trade Receivables QS and XOL QS - 40% quota share, limit 75,000,000– Risks Attaching BasisXOL - 3 layers, 40,000,000 excess of 5,000,000Political Risks and Credit QS and XOL – Risks QS – 25% quota share, limit 100,000,000Attaching BasisXOL - 5 layers, 70,000,000 excess of 5,000,000Crisis Management War Terrorism & PoliticalViolence (WTPV) Quota Share - RisksAttaching Basis25% quota share, limit 200,000,000The following coverages protect specific primary programs written, assumed or managedby XLRA and two of its pool member companies, Greenwich Insurance Company and IndianHarbor Insurance Company:Type of TreatyCessionGlobal Ag Program:Multi-peril Crop Insurance Quota ShareInsured: XLRA / Greenwich Insurance(Covering business as defined and reinsured bythe Federal Crop Insurance Corporation (FCIC))Top layer - Unlimited excess of 10,000,000Named Peril Crop Insurance Quota ShareInsured: XLRA / Greenwich Insurance60% quota share, limit 10,000,0001613.2% quota share, limit 25,000,000

Greenwich Insurance CompanyMulti-peril Crop Insurance Stop LossInsured: XLRA / Greenwich Insurance(Covering business as defined and reinsured bythe Federal Crop Insurance Corporation (FCIC))Limit 1,767,788Attachment Point: 2,946,314Named Peril Crop Insurance Stop LossInsured: XLRA / Greenwich InsuranceLimit 1,767,788 (lesser of 2,209,735 or75% of NWP)Attachment Point: 2,357,051 (125% NWP)Prime Specialty NY Contractors Follow FormExcess Casualty ReinsuranceInsured: XLRA / Indian Harbor30% quota share, limit 5,000,000 peroccurrence.Exclusive of the businesses ceded under the terms of the XLIB 50% QS, the majority ofthe business is ceded to authorized and certified reinsurers.Third Amended and Restated Quota Share Reinsurance Agreement (QS Agreement)Effective July 1, 2000, XLRA entered into a 75% Quota Share Reinsurance Agreementwith XL Re Ltd. (XLRE), a Bermuda property and casualty insurance company. According tothe terms of the agreement, the pool leader, will reinsure on a quota share basis 75% of the poolmembers’ business to XLRE. Effective September 1, 2006, XLRA entered into the SecondAmended and Restated Quota Share Reinsurance Agreement, which refined the definition of“Loss Expenses Incurred”, decreased the ceding commission rate, a

Greenwich Insurance Company (DE) XL Insurance America, Inc. (DE) XL Select Insurance Company (DE) XL Insurance Company of New York, Inc. (NY) XL Group Investments LLC (DE) XL Group Investments Ltd XL Specialty Insurance Company (DE) Indian Harbor Insurance Company (DE) * Redomesticated to Bermuda in 2016. Named changed to XL Group Ltd.

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