Preview
Filing# 145265311 E-Filed 03/08/2022 11:06:08 AM
INTHE CIRCUIT COURT OF THE 17th
JUDICIAL CIRCUIT IN AND FOR
BROWARD COUNTY, FLORIDA
CASE NO- CACE 21-003778 (14)
MANUEL VALLINA AND
MARYBET VALLINA,
Plaintiff(s),
VS.
ST. JOHNS INSURANCE COMPANY, INC.,
Defendant.
i
NOTICE OF FILING ORDER OF LIQUIDATION, INJUCTION
AND AUTOMATIC STAY AS TO ST. JOHNS INSURANCE COMPANY, INC.
1. ST. JOHNS INSURANCE COMPANY, INC., by and though their undersigned,gives
notice and files a copy of the Order Appointing the Florida Department of Financial Services as
Receiver of St. Johns Insurance Company, Inc. Company for purposes of Liquidation,
Injunction,and Notice of Automatic Stay (hereinafter
"Order") as entered on February 25,2022.
2. The Plaintiffs and the Court's attention is directed to Paragraph 45 of the Order of
Liquidationwhich reads in pertinentpart:
"Notice is hereby given that,pursuant to Section 631.041, Florida Statutes,the filingof
the Department's Petition herein operates as an automatic stay applicableto all persons or
entities... which prohibitsthe commencement or continuation ofjudicial,
administrative or other
action or proceeding againstthe insurer or againstits assets or any part thereof."
(CERTIFICATE OF SERVICE ON FOLLOWING PAGE)
*** FILED: BROWARD COUNTY, FL BRENDA D. FORMAN, CLERK 03/08/2022 11:06:07 AM.****
CERTIFICATE OF SERVICE
I HEREBY CERTIFY that a true and correct copy of the foregoing has been
filed
electronically on March 8,2022, Elizabeth Diaz Fernandez, Esq., Morgan Law Group,
to:
P.A., 55 Merrick Way, Suite 404, Coral Gables, FL 33134 (mlg.eservice@morganlawgroup.net;
efernandez@morganlawgroup.net).
/s/ Loretta Guevara, Esq.
Loretta Guevara, Esq.
Florida Bar No.: 1002422
Attorney for Defendant
VERNIS & BOWLING OF BROWARD, P.A.
5821 Hollywood Boulevard
Hollywood, Florida 33021
Phone: (954) 927-5330
Fax: (954) 927-5320
Email: lguevara@florida-law.com
Filing# 144606780 E-Filed02/25/2022
10:20:52 AM
IN THE CIRCUIT COURT OF THE SECOND
JUDICIAL CIRCUIT,
IN AND FOR LEON COUNTY, FLORIDA
State of Florida,
ex rel..the Department
of Financial Services of the Slate of
Florida,
Relator
CASE NO.: 2022 CA 0316
VS.
St. Joluis Insurance Company, Inc.,
Respondent
Coil,entOrder Apl)2!Bting the Floridal)epartmgttof Fin,ncial
Sergces as Rgeiver oI
St. dg!1?sInsurance Company, Inc.
forl:UrpoMsof Liquidation=Fujunctiona.and
Ngyice ofAutomatic S,av
THIS CAUSE was considered on the Petition ofthe Florida
Departmentof Financial Services
for a Consent Order
("Department"), the Department of Financial Services as
appointing Receiver of
St. Johns Insurance Company, Inc. ("Respondent"or "Company"), for Purposes of Liquidatioi],
and Notice of Automatic Stay
Injunction, (hereinafter, The Court, having reviewed anc
"Petition").
considered the pleadingsof record, mid otherwise
being fullyinformed in the premises,finds as
follows:
1. Section 631.02]. Florida Statutes
(2021), provides that a delinquencyproceeding
pursuant to chapter631. Florida Statutes,constitutes the sole and exclusive
method of liquidating,
rehabilitating. or conservinga Florida domiciled
reorganizing, insurer.
2. This Court has original over these
jurisdiction proceedingspursuant to section
631.021(1).Florida Statutes,and can exercise over any person
jurisdiction requiredby section
631.391,Florida Statutes,to cooperate with the Departmentand the Office of Insurance
Regulation
("O]R") and over all persons made subjectto this Court's
jurisdiction
by other provisionsof law,
section 631.025, Florida Statutes.
3. Venue is proper in the Circuit Coun of Leon County.§ 631.021(2),Fla. Stat.
Page 1 of 16
4. This Court is authorized to enter all necessary or
proper orders to carry out the purpose
of the Florida Insurers Rehabilitation and
Liquidation
Act: sections 63].001 et seq.. Florida Statutes.
5,
Respondentwas licensed by OIR as a state of Florida domestic
property and casualty
insurer authorized to write insurance coverage pursuant to
Chapter 624, Florida Statutes.
Respondent's placeof business
principal is located at: 6675 Westwood Blvd,1., r.
bluite 360. Orlando, FL
32821.
6. Upon a determination by OIR that one or more grounds exist to initiate a
delinquency
proceedingagainstan insurer and upon OIR's determination that a delinquency
proceedingshould be
OIR is requiredto refer the insurer to the
initiated.
Department for the initiationof such delinquency
proceeding.
§ 631.031(1),
Florida Statutes.
7. By letter dated February 23,2022, pursuant to section. 631.031(1), Florida Statutes,
David Altmaier, Commissioner of OIR, advised
Florida's Chief Financial Officer,
Jimmy Patronis,
that groundsexist for the initiation of liquidation
proceedings
againstRespondent.
8. Section 631.031 (2)
empowers the Departmentto petitionthis Court for a consent order
a domestic insurer
directingit to liquidate upon notification from OIR that
grounds exist for the
initiationofsuch
proceedings.
9. Pursuant to section 631,061, Florida the Department
Statutes, may apply for such an
order if the insurer is or is about to become insolvent or
upon the existence of any of the grounds
in section
specified 631.051, Florida Statutes.
10. Based on the evidence
presentedin the Department'sPetition,the Court has
determined that sufficient
groundsexist for the liquidation
ofRespondentpursuant to the following
provisionsof law:
A. Section 631.061(1),in that
Respondentis insolvent within the meaning of
section
631.011(14).
Page 2 of 16
}3. Section 631,051(11),
in tllat
Respondenthas consented. through a Resolution
of its board of directors,to the
appointmentof the Departmentas Receiver of Respondent for the
purposes olliquidation.
11. The Court therefore finds Ihat it is in the best interests of
Respondent,its policyholders,
creditors,stockholders.and the .Public that the
Department be appointedreceiver of Respondent for
purposes of liquidation.
THEREFORE, IT IS ORDERED AND ADJUDGED:
12. The Departmentof Financial Services of the State of Florida shall be and is hereby
receiver of Respondentfor
appointed purposes of liquidation,
effective immediatelyupon tile entry
of this Order,
13. The Department is grantedall the
powers of the Respondent's directors. and
officers,
managers, all of who are permanentlydischargedand who have no further authority
ofany kind over
the affairsor assets of Respondent.
except as may be redelegated
by the Department.
§ 631,141(10),Fla. Stat.
14. The Department has full power to direct and manage the affairs of Respondent,to hire
and dischargeemployees,and to deal with the
property and business of the Respondent.
15. All officers,directors,trustees,
administrators,
agents and employees,and all other
persons representing
Respondent or currently
employedor utilized by Respondentin connection with
the conduct of its business arc
discharged
forthwith,provided,
however, the Departmentmay retain
such persons in the Department'sdiscretion.
§ 631.141(10),Fla. Stat.
16. For purposes of this Order, the term "affiliate shall be defined in accordance with
section 631.011(1), and shall include,but not be limited to, the
Florida Statutes,
fbllowingaffiliates:
St. James Financial Holding
Company, Inc; St. Johns FinancialHolding Company, Inc.; St. Johns
MGA. Inc.;and Seibels,
Bruce & Company.
Page 3 of 16
17. Any present or former officer,
director,manager. trustee, administrator,
attorney,
agent, accountanl, actuary. broker,
employee, adjuster,
independentcontractor, or affiliate of
Respondentand any other person who possesses or possessedany executive authority
over, or who
exercises or exercised any control
over, any segment of Respondent'saffairs or the affairs of its
affiliates("Controlling
Persons") shall be requiredto fullycooperate with the Department,pursuant
to section 631.391, Florida Statutes.
Any person who fails to cooperate with the Department,
interfereswith the Department, or fails to follow the
instructions of the Department, may, at the
Department's be excluded from the
discretion, Respondent'sbusiness premises.
18. The Departmentis vested with title to all
property, real or personal:
contracts; rights
of action; and all books and records of Respondent,
wherever located. § 631. 141, Fta. Stat.
19. THE DEPARTMENT IS AUTHORIZED AND DIRECTED TO:
A. Take immediate possessionof all the assets, estate, and property of every kind
whatsoever and wherever located
belongingto Respondentpursuantto sections 631.1 Iland 63].141,
Florida Statutes,
whether in the possessionof Respondent or its officers,directors,shareholders,
trustees, employees,consultants.attorneys.
agents, affiliates.or other persons, includingbut not
limited to: offices maintained
by Respondent;furniture; fixtures;equipment;oftice choses
supplies:
in action;
lightsof action; contract rights;books, papers, claims and claim
files,policyfiles,
application
files,premium records, rate books.
manuals.
underwriting at] reinsurancc files,records,
and related data;personnel
records,and all other records and data that are otherwise the
property of
the Respondent,in whatever form maintained;evidcnces of debt: bank accounts:
savingsaccounts;
certificatesof deposit.
stocks,bonds, debentures, lettersof credit. trust accounts, and all other sources
and
ofcollateral, other securities:
mortgages: real property: and all funds held by
Respondent's
agents.
subagents,
producing
agents, brokers,solicitors.
service representativcs,
premium finance companies,
or others under
agency contracts or otherwise which arc due and unpaid to
Respondent,including
Page 4 of 16
premiuins,unearned commissions,agents'balances, agents'reserve funds.
subrogationrecovcries.
and the benefit of any tax refunds and/or
recoverables,includingbut not limited to any net
operating
loss C'NOL") canybacks,with the understanding
that any
rightof offset shall be subjectto the
provisionsof Chapter 631, Florida Statutes.
B. Marshal the assets and liquidate
the business of
Respondent.
C. Publish notice the time and place fixed for the
specifying of claims with
filing
the Department in all states where Respondentmay have issued insurance
policies.
D. Give notice of this proceedingto Respondent'sagents pursuant to section
631,341, Florida Statutes.
E. Employ, contract with and authorize the compensation of
legalcounsel,
aetuaries,accountants, clerks, and such assistants as
consultants, it deems necessary; purchase or lease
personalor real property as it deems necessary; and authorize the payment of the expenses of these
proceedingsand the necessary incidents thereof, to be paid out of the funds or assets of the
Respondentin the possession
of the Departmentor coming into its
possession.
F. Reimburse such employees,from the funds ofthis
receivership,
for their actual
necessary and reasonable expenses incurred while
travelingon the business ofthis receivership.
G. Not defend or accept service
ofprocesson legalactions wherein Respondent.
the Department.or the insured a party defendant,
is commenced either priorto or subsequentto the
order, without authorization of this Court;
except, however, in actions where Respondent is a nominal
party, as in certain foreclosurc actions,and the action does not affect a
claim againstor adversely
affect the assets of Respondent,
the Department may file
appropriate
pleadings
in its discretion.
H. Commence and maintain all legalactions necessary, wherever necessary, fur
the proper adminisuation of this reccivership
proceeding.
Page 5 of 16
I. Collect atl debts that are
economicallyfeasible to coltect that are due and
owing to Respondent.
j. Depositfunds and maintain bank accounts in accordance with section
631.221,
Florida Statutes.
K. Take possessionof all of securities and certificatesof
Respondent's depositon
depositwith the Chief Financial Officer of Florida or
any similar official of any other state, if any,
and convert to cash as much as may be necessary, in its
judgment. to pay the expenses of
administration of this
receivership.
L. Negotiateand settle subrogation
claims and final judgments without further
order of this Court.
M, Sell any salvagerecovered property without further order of tliis Court.
N. Coordinate the operationofthe with the operation
receivership of the Florida
Insurance Guaranty Association
("FlGA"), the Sou.th Carolina Property and Casualty Insurance
Guaranty Association ("SCPCIGAJ ) and any other affected
guaranty association in accordance with
the provisionsof sections 631.395 and 631.397, Florida Statutes. The Department may in its
discretion,contract with, provide data
processingservices for, and release claims files. records,
documents pertaining
to claims on file with Respondent,or insurance claims
filed with the
Department to the appropriateguaranty association(s)
as necessary to carry out the
purposes of
Chapter631, Florida Statutes.
O. Update its ] ecords to incorporate
change of address information for interested
fe.g.agent, claimant,creditor.policyliolder,
subscriber)
if the
Department
determines that there has been a
change of address for any interested individuals/entities.
The
Departmentis authorized to use change ofaddress information for future mailings.
Page 6 of 16
P. Transfer unclaimed funds to the unclaimed
of the states(s)
property unit(s)
reflected in the elaimants' last address of record in the files.
Department's
Q. Dispose of and destroyobsolete and unneeded records pursuant to section
631.141(12),
Florida Statutes.
R. Authorize the applicable to disposeof and
guaranty association(s) destroy
obsolete and unneeded records after the records have
been scanned, verified,and added to the
guaranty association's records management system so
long as the guaranty associarion(s)
provide
access to these electronic records to the
Departmentas to handle
required its duties.
S. Apply to this Court for further instructionsas the
Department deems necessary.
IT IS FURTHERORDERED AND DIRECTED:
20. Any "Covered Entity"or "Business Associate" in possession of "Protected Health
Information" ("PHI") as defined in and
governed by the federal Health Insurance and
Portability
of 1996, is authorized and
Accountability directed to disclose such PHI to the Department as receive]
of Respondentto the same extent that such
disclosure would have been permissible
if made directly
to Respondentpriorto the entry of this Order.
21. Any "financial institution" in possession
ofl'nonpublic
personal information" ("NPI")
as defined in and governed by the
Gramm-Lcach-Blilcy
Financial Modernization Act of 1999. is
authorized and directed to disclose such NPI to the Department as receiver of
Respondent,
to the sanie
extent that such disclosure would have been permissible
if made directly
to Respondent
priorto the
entry of this Order.
22. All records and data of
Respondent held by a parent or other affiliateare
corporation
and remain ihc propertyof
Respondentand shall be secured and.
segregatedor be readily
capableof
at no additional cost lo the
segregation, Department,from all other
persons and entities'records and
data. This includes all records and data that are otherwise the
property of the Respondent.as described
Page 7 of 16
in paragraph19A of this Order. At the request of the
Department tile parent corporation
or other
affiliateshall providea complete set of all records of any type that
pertainto the Respondent's
business;completeaccess to and administrative control of the
systems on which the data is
operating
maintained; use of the software that runs those
systems either through assumptionof licensing
agreements or otherwise.
23. Except as noted in the followingparagraph.
pursuant to the provisionsof 63!.252,
of insurance or similar contracts of
Florida Statutes,all policies
coverage issued by Respondentthat
have not expired,or
pursuant to an approvedTransition Plan are canceled effective 12:01
replaced
a.m. on the date 30 days after the
entry of the LiquidationOrder:. Policies or contracts of
coverage with normal expiration
dates priorto the dates otherwise
applicableunder this paragraph,
or which are terminated by insureds,or
lawfullycancelled by the Department or insurer before such
date, shall stand canceled as of the earlier date.
24. Any preiniuni
finance company that has entered into a contract to finance a
premium
for a policyissued by the Respondent is required
to pay any premium owed to the Responde.nt
directly
to the Departnlent.
25. ll?e Department shall administer reinsurance matters ofthe Respondent in accordance
with Chapter 631, Florida Statutes. A]l
correspondenceconcerning Respondent'sreinsurance
coverage shall be between the Department and the reinsuring
company or intermediary.
26. The United States Postal Service shall be directed to
provide any information
requestedby the Department regardingthe Respondent and to handle future deliveries of
mail
Respondent's as directed by the Department.
27. Upon receiptof a copy of this Order, any bank, savingsand k>an association,financial
institution,
or other person which has on
deposit,
in its
possession,custody or control any funds,
accounts, and any other assets which arc or
may be properly of Respondentis directed to immediately
Page 8 of 16
disclose to the
Departmentthe existence of those accounts,
any funds contained therein. and all
documents in its possessionrelatingto Respondent for the Department's and copying;
inspection
custody.and control ofall such funds, accounts,
transfertitle,
and other assets to the Department;and
shall not otherwise disburse,
convey. transfer,
pledge,assign,hypotliecatc,
encuniber, or in any
manner disposeof such funds, accounts. and assets without priorwritten consent of, or unless
otllerwise directed in writingby the
Department.The Departmentshall be authorized to change the
name ofsuch accounts and other assets, withdraw them from such
bank, savingsand loan association
or other financial or take
institution, any lesser action necessary for the
of
proper conduct this
No bank, savingsand
receivership. loan association,
or other financial institution shall be
permitted
to exercise any form of set-off. alleged
set-ofl:lien,any form whatsoever, or refuse
ofself-help to
transfer any funds or assets to the
Departinentts
control without
permissionof this Court.
28. Any entityfurnishingtel ephone, water, electric,sewage, garbage,or trash removal
services to the
Respondentis requiredto maintain such service and transfer any such accounts to the
Departmentas of the date of the Order. unless instructed to the
contrary by the Department.
29. Upon request by tjle Depamnent. any company providingtelephonic
services to the
Respondent is directed to
provide a reference of calls from the number p] esently
assignedto the
Respondentto any such number designated
by the Departmentor perform any other services or
changesnecessary to the conduct ofthe rcceivership.
30. All executory contracts to which the
Respondent was a party shall be cancelled and
stand cancelled unless
specifically
adopted by the Department within ninety (90) days of the date of
this Order or from the date of the Department's
actual knowledgeof the existence of such
contract,
whichever is later."Actual
Knowledge" means the Dcpartmenl has in its possession
a written contract
to which the Respondent is a party, and the
Departmenthas notified the vendor in
writing
the existence of the
acknowledging contract.
Page 9 of 16
A. Further, the Department shall have the to do the
authority tbllowing
i. Pay for services
providedby any of Respondent's
vendors, including
which are vendors. in thc ninety(90) day
affiliates
periodpriorto assuming or rejecting
the contract, which are
necessary to administer the estate: and
receivership
ii. Once the Department determines
Respondent'svendor is necessary in
the continued administration of the estate for a periodto exceed the
rcceivership ninety
(90) days from the date of this order, or from the date of
Department'sactual
knowledge of such contract, whichever is the Department may make minimal
later,
modifications to the tenns of the contract, bu[ not limited to, the
including, expiration
date of the agreement, the
scope of the services to be provided, and/or the
to be
compensation paid to Respondent's
vendor pursuant to the contract. "Minimal
Modifications" shall mean any minimum alteration made to the contract in order to
adapt to the new ci,vuinstances of the i eceivership
estate. In no event will any minimal
modification be construed as the
Department enteringinto a new contract with
Respondent's
vendor.
B. Any vendor, including but noi Iitniled to, any and all of
employees/contractors
insurer, thc existence of a contractual
clai,ning with the insurer
relationship shall pi'ovidenotice to
the Department of such relationship.
This notice shall include any and ail documents and information
regardingthe tenns and conditions of the contract, a copy of the written contract
including between
the vendor and the insurer,if what services or goods were provided
any,
pursuant to the contract, any
current. future and/or due amounts owing under the
past contract, and any supporting
documentation
for third party services or
goods provided.Failure to providethe requiredinformation may result in
vendors' contractual not being
rights recognizedby the The rightsof the parties
Department. to any
Page 10 of 16
such contracts are fixed as of the date of the Order
and any cancellation under this shall not
provision
be treated as an breach of such
anticipatory contracts.
31. Any information technologyservice
provideror data processing service, including,
but not limited toi Scibcls Bruce & Co. and Xceedance Limited,which has custodyor
Consulting
control of any dataprocessing
information and records includingbut not limited to electronic
message
communications,source documents. claims data. policyadministration data, data processingcards,
input tapes. all types of storage mforniation,
master tapes or any other recorded information
relating
to the Respondent is directed to transfer the rights
to or actual
custodyand control ofsuch records to
the Department.The Departmentshall be authorized to compensate any such entityfor the actual use
of hardware,software,and licenses which the Department finds to be necessary to this proceeding.
Compensation should be based upon the monthly rate provided ibr in contracts or leases with
Respondent or its affiliates which were when proceedingwas
in effect this instituted or based upon
such contract as may be negotiated by the
Department,for the actual time such equipment and
software is used by the
Any past due
Department. or pending balances due from Respondentshall be
processedas claims againstthe receivership
estate and shall not be a basis for withholding
the transfer
ofrecords, actual use ofhardware or software, or services
contemplated in this Paragraph.
32. All attorneys
employed by Respondentas of the date ofthe Order, arc requiredwithin
ten (10)days of
receivingnotice of this Order, to report to the
Departmenton tile name,
company
claim number and status ofcach file they are handlingon behalfofthe Respondent.
Said report should
also include an of any funds received from oron behalf ofthe
accounting
Respondent.All attorneys
employed by Respondentare advised that pursuant to sections 631.01
1(17) and 63 I .011 (21 ),Florida
a claim based on mere
Statutes, possessiondoes not create a secured claim and a]1
attorneys employed
by Respondent,pursuant to hi Re the Receivership Two.
q/'Sp,dicafe Inc., 538 So.2d 945 Ula DCA
1989),who are in
possessionof files or other material,
litigation documents or records belonging
to
Preview
Filing# 145265311 E-Filed 03/08/2022 11:06:08 AM INTHE CIRCUIT COURT OF THE 17th JUDICIAL CIRCUIT IN AND FOR BROWARD COUNTY, FLORIDA CASE NO- CACE 21-003778 (14) MANUEL VALLINA AND MARYBET VALLINA, Plaintiff(s), VS. ST. JOHNS INSURANCE COMPANY, INC., Defendant. i NOTICE OF FILING ORDER OF LIQUIDATION, INJUCTION AND AUTOMATIC STAY AS TO ST. JOHNS INSURANCE COMPANY, INC. 1. ST. JOHNS INSURANCE COMPANY, INC., by and though their undersigned,gives notice and files a copy of the Order Appointing the Florida Department of Financial Services as Receiver of St. Johns Insurance Company, Inc. Company for purposes of Liquidation, Injunction,and Notice of Automatic Stay (hereinafter "Order") as entered on February 25,2022. 2. The Plaintiffs and the Court's attention is directed to Paragraph 45 of the Order of Liquidationwhich reads in pertinentpart: "Notice is hereby given that,pursuant to Section 631.041, Florida Statutes,the filingof the Department's Petition herein operates as an automatic stay applicableto all persons or entities... which prohibitsthe commencement or continuation ofjudicial, administrative or other action or proceeding againstthe insurer or againstits assets or any part thereof." (CERTIFICATE OF SERVICE ON FOLLOWING PAGE) *** FILED: BROWARD COUNTY, FL BRENDA D. FORMAN, CLERK 03/08/2022 11:06:07 AM.**** CERTIFICATE OF SERVICE I HEREBY CERTIFY that a true and correct copy of the foregoing has been filed electronically on March 8,2022, Elizabeth Diaz Fernandez, Esq., Morgan Law Group, to: P.A., 55 Merrick Way, Suite 404, Coral Gables, FL 33134 (mlg.eservice@morganlawgroup.net; efernandez@morganlawgroup.net). /s/ Loretta Guevara, Esq. Loretta Guevara, Esq. Florida Bar No.: 1002422 Attorney for Defendant VERNIS & BOWLING OF BROWARD, P.A. 5821 Hollywood Boulevard Hollywood, Florida 33021 Phone: (954) 927-5330 Fax: (954) 927-5320 Email: lguevara@florida-law.com Filing# 144606780 E-Filed02/25/2022 10:20:52 AM IN THE CIRCUIT COURT OF THE SECOND JUDICIAL CIRCUIT, IN AND FOR LEON COUNTY, FLORIDA State of Florida, ex rel..the Department of Financial Services of the Slate of Florida, Relator CASE NO.: 2022 CA 0316 VS. St. Joluis Insurance Company, Inc., Respondent Coil,entOrder Apl)2!Bting the Floridal)epartmgttof Fin,ncial Sergces as Rgeiver oI St. dg!1?sInsurance Company, Inc. forl:UrpoMsof Liquidation=Fujunctiona.and Ngyice ofAutomatic S,av THIS CAUSE was considered on the Petition ofthe Florida Departmentof Financial Services for a Consent Order ("Department"), the Department of Financial Services as appointing Receiver of St. Johns Insurance Company, Inc. ("Respondent"or "Company"), for Purposes of Liquidatioi], and Notice of Automatic Stay Injunction, (hereinafter, The Court, having reviewed anc "Petition"). considered the pleadingsof record, mid otherwise being fullyinformed in the premises,finds as follows: 1. Section 631.02]. Florida Statutes (2021), provides that a delinquencyproceeding pursuant to chapter631. Florida Statutes,constitutes the sole and exclusive method of liquidating, rehabilitating. or conservinga Florida domiciled reorganizing, insurer. 2. This Court has original over these jurisdiction proceedingspursuant to section 631.021(1).Florida Statutes,and can exercise over any person jurisdiction requiredby section 631.391,Florida Statutes,to cooperate with the Departmentand the Office of Insurance Regulation ("O]R") and over all persons made subjectto this Court's jurisdiction by other provisionsof law, section 631.025, Florida Statutes. 3. Venue is proper in the Circuit Coun of Leon County.§ 631.021(2),Fla. Stat. Page 1 of 16 4. This Court is authorized to enter all necessary or proper orders to carry out the purpose of the Florida Insurers Rehabilitation and Liquidation Act: sections 63].001 et seq.. Florida Statutes. 5, Respondentwas licensed by OIR as a state of Florida domestic property and casualty insurer authorized to write insurance coverage pursuant to Chapter 624, Florida Statutes. Respondent's placeof business principal is located at: 6675 Westwood Blvd,1., r. bluite 360. Orlando, FL 32821. 6. Upon a determination by OIR that one or more grounds exist to initiate a delinquency proceedingagainstan insurer and upon OIR's determination that a delinquency proceedingshould be OIR is requiredto refer the insurer to the initiated. Department for the initiationof such delinquency proceeding. § 631.031(1), Florida Statutes. 7. By letter dated February 23,2022, pursuant to section. 631.031(1), Florida Statutes, David Altmaier, Commissioner of OIR, advised Florida's Chief Financial Officer, Jimmy Patronis, that groundsexist for the initiation of liquidation proceedings againstRespondent. 8. Section 631.031 (2) empowers the Departmentto petitionthis Court for a consent order a domestic insurer directingit to liquidate upon notification from OIR that grounds exist for the initiationofsuch proceedings. 9. Pursuant to section 631,061, Florida the Department Statutes, may apply for such an order if the insurer is or is about to become insolvent or upon the existence of any of the grounds in section specified 631.051, Florida Statutes. 10. Based on the evidence presentedin the Department'sPetition,the Court has determined that sufficient groundsexist for the liquidation ofRespondentpursuant to the following provisionsof law: A. Section 631.061(1),in that Respondentis insolvent within the meaning of section 631.011(14). Page 2 of 16 }3. Section 631,051(11), in tllat Respondenthas consented. through a Resolution of its board of directors,to the appointmentof the Departmentas Receiver of Respondent for the purposes olliquidation. 11. The Court therefore finds Ihat it is in the best interests of Respondent,its policyholders, creditors,stockholders.and the .Public that the Department be appointedreceiver of Respondent for purposes of liquidation. THEREFORE, IT IS ORDERED AND ADJUDGED: 12. The Departmentof Financial Services of the State of Florida shall be and is hereby receiver of Respondentfor appointed purposes of liquidation, effective immediatelyupon tile entry of this Order, 13. The Department is grantedall the powers of the Respondent's directors. and officers, managers, all of who are permanentlydischargedand who have no further authority ofany kind over the affairsor assets of Respondent. except as may be redelegated by the Department. § 631,141(10),Fla. Stat. 14. The Department has full power to direct and manage the affairs of Respondent,to hire and dischargeemployees,and to deal with the property and business of the Respondent. 15. All officers,directors,trustees, administrators, agents and employees,and all other persons representing Respondent or currently employedor utilized by Respondentin connection with the conduct of its business arc discharged forthwith,provided, however, the Departmentmay retain such persons in the Department'sdiscretion. § 631.141(10),Fla. Stat. 16. For purposes of this Order, the term "affiliate shall be defined in accordance with section 631.011(1), and shall include,but not be limited to, the Florida Statutes, fbllowingaffiliates: St. James Financial Holding Company, Inc; St. Johns FinancialHolding Company, Inc.; St. Johns MGA. Inc.;and Seibels, Bruce & Company. Page 3 of 16 17. Any present or former officer, director,manager. trustee, administrator, attorney, agent, accountanl, actuary. broker, employee, adjuster, independentcontractor, or affiliate of Respondentand any other person who possesses or possessedany executive authority over, or who exercises or exercised any control over, any segment of Respondent'saffairs or the affairs of its affiliates("Controlling Persons") shall be requiredto fullycooperate with the Department,pursuant to section 631.391, Florida Statutes. Any person who fails to cooperate with the Department, interfereswith the Department, or fails to follow the instructions of the Department, may, at the Department's be excluded from the discretion, Respondent'sbusiness premises. 18. The Departmentis vested with title to all property, real or personal: contracts; rights of action; and all books and records of Respondent, wherever located. § 631. 141, Fta. Stat. 19. THE DEPARTMENT IS AUTHORIZED AND DIRECTED TO: A. Take immediate possessionof all the assets, estate, and property of every kind whatsoever and wherever located belongingto Respondentpursuantto sections 631.1 Iland 63].141, Florida Statutes, whether in the possessionof Respondent or its officers,directors,shareholders, trustees, employees,consultants.attorneys. agents, affiliates.or other persons, includingbut not limited to: offices maintained by Respondent;furniture; fixtures;equipment;oftice choses supplies: in action; lightsof action; contract rights;books, papers, claims and claim files,policyfiles, application files,premium records, rate books. manuals. underwriting at] reinsurancc files,records, and related data;personnel records,and all other records and data that are otherwise the property of the Respondent,in whatever form maintained;evidcnces of debt: bank accounts: savingsaccounts; certificatesof deposit. stocks,bonds, debentures, lettersof credit. trust accounts, and all other sources and ofcollateral, other securities: mortgages: real property: and all funds held by Respondent's agents. subagents, producing agents, brokers,solicitors. service representativcs, premium finance companies, or others under agency contracts or otherwise which arc due and unpaid to Respondent,including Page 4 of 16 premiuins,unearned commissions,agents'balances, agents'reserve funds. subrogationrecovcries. and the benefit of any tax refunds and/or recoverables,includingbut not limited to any net operating loss C'NOL") canybacks,with the understanding that any rightof offset shall be subjectto the provisionsof Chapter 631, Florida Statutes. B. Marshal the assets and liquidate the business of Respondent. C. Publish notice the time and place fixed for the specifying of claims with filing the Department in all states where Respondentmay have issued insurance policies. D. Give notice of this proceedingto Respondent'sagents pursuant to section 631,341, Florida Statutes. E. Employ, contract with and authorize the compensation of legalcounsel, aetuaries,accountants, clerks, and such assistants as consultants, it deems necessary; purchase or lease personalor real property as it deems necessary; and authorize the payment of the expenses of these proceedingsand the necessary incidents thereof, to be paid out of the funds or assets of the Respondentin the possession of the Departmentor coming into its possession. F. Reimburse such employees,from the funds ofthis receivership, for their actual necessary and reasonable expenses incurred while travelingon the business ofthis receivership. G. Not defend or accept service ofprocesson legalactions wherein Respondent. the Department.or the insured a party defendant, is commenced either priorto or subsequentto the order, without authorization of this Court; except, however, in actions where Respondent is a nominal party, as in certain foreclosurc actions,and the action does not affect a claim againstor adversely affect the assets of Respondent, the Department may file appropriate pleadings in its discretion. H. Commence and maintain all legalactions necessary, wherever necessary, fur the proper adminisuation of this reccivership proceeding. Page 5 of 16 I. Collect atl debts that are economicallyfeasible to coltect that are due and owing to Respondent. j. Depositfunds and maintain bank accounts in accordance with section 631.221, Florida Statutes. K. Take possessionof all of securities and certificatesof Respondent's depositon depositwith the Chief Financial Officer of Florida or any similar official of any other state, if any, and convert to cash as much as may be necessary, in its judgment. to pay the expenses of administration of this receivership. L. Negotiateand settle subrogation claims and final judgments without further order of this Court. M, Sell any salvagerecovered property without further order of tliis Court. N. Coordinate the operationofthe with the operation receivership of the Florida Insurance Guaranty Association ("FlGA"), the Sou.th Carolina Property and Casualty Insurance Guaranty Association ("SCPCIGAJ ) and any other affected guaranty association in accordance with the provisionsof sections 631.395 and 631.397, Florida Statutes. The Department may in its discretion,contract with, provide data processingservices for, and release claims files. records, documents pertaining to claims on file with Respondent,or insurance claims filed with the Department to the appropriateguaranty association(s) as necessary to carry out the purposes of Chapter631, Florida Statutes. O. Update its ] ecords to incorporate change of address information for interested fe.g.agent, claimant,creditor.policyliolder, subscriber) if the Department determines that there has been a change of address for any interested individuals/entities. The Departmentis authorized to use change ofaddress information for future mailings. Page 6 of 16 P. Transfer unclaimed funds to the unclaimed of the states(s) property unit(s) reflected in the elaimants' last address of record in the files. Department's Q. Dispose of and destroyobsolete and unneeded records pursuant to section 631.141(12), Florida Statutes. R. Authorize the applicable to disposeof and guaranty association(s) destroy obsolete and unneeded records after the records have been scanned, verified,and added to the guaranty association's records management system so long as the guaranty associarion(s) provide access to these electronic records to the Departmentas to handle required its duties. S. Apply to this Court for further instructionsas the Department deems necessary. IT IS FURTHERORDERED AND DIRECTED: 20. Any "Covered Entity"or "Business Associate" in possession of "Protected Health Information" ("PHI") as defined in and governed by the federal Health Insurance and Portability of 1996, is authorized and Accountability directed to disclose such PHI to the Department as receive] of Respondentto the same extent that such disclosure would have been permissible if made directly to Respondentpriorto the entry of this Order. 21. Any "financial institution" in possession ofl'nonpublic personal information" ("NPI") as defined in and governed by the Gramm-Lcach-Blilcy Financial Modernization Act of 1999. is authorized and directed to disclose such NPI to the Department as receiver of Respondent, to the sanie extent that such disclosure would have been permissible if made directly to Respondent priorto the entry of this Order. 22. All records and data of Respondent held by a parent or other affiliateare corporation and remain ihc propertyof Respondentand shall be secured and. segregatedor be readily capableof at no additional cost lo the segregation, Department,from all other persons and entities'records and data. This includes all records and data that are otherwise the property of the Respondent.as described Page 7 of 16 in paragraph19A of this Order. At the request of the Department tile parent corporation or other affiliateshall providea complete set of all records of any type that pertainto the Respondent's business;completeaccess to and administrative control of the systems on which the data is operating maintained; use of the software that runs those systems either through assumptionof licensing agreements or otherwise. 23. Except as noted in the followingparagraph. pursuant to the provisionsof 63!.252, of insurance or similar contracts of Florida Statutes,all policies coverage issued by Respondentthat have not expired,or pursuant to an approvedTransition Plan are canceled effective 12:01 replaced a.m. on the date 30 days after the entry of the LiquidationOrder:. Policies or contracts of coverage with normal expiration dates priorto the dates otherwise applicableunder this paragraph, or which are terminated by insureds,or lawfullycancelled by the Department or insurer before such date, shall stand canceled as of the earlier date. 24. Any preiniuni finance company that has entered into a contract to finance a premium for a policyissued by the Respondent is required to pay any premium owed to the Responde.nt directly to the Departnlent. 25. ll?e Department shall administer reinsurance matters ofthe Respondent in accordance with Chapter 631, Florida Statutes. A]l correspondenceconcerning Respondent'sreinsurance coverage shall be between the Department and the reinsuring company or intermediary. 26. The United States Postal Service shall be directed to provide any information requestedby the Department regardingthe Respondent and to handle future deliveries of mail Respondent's as directed by the Department. 27. Upon receiptof a copy of this Order, any bank, savingsand k>an association,financial institution, or other person which has on deposit, in its possession,custody or control any funds, accounts, and any other assets which arc or may be properly of Respondentis directed to immediately Page 8 of 16 disclose to the Departmentthe existence of those accounts, any funds contained therein. and all documents in its possessionrelatingto Respondent for the Department's and copying; inspection custody.and control ofall such funds, accounts, transfertitle, and other assets to the Department;and shall not otherwise disburse, convey. transfer, pledge,assign,hypotliecatc, encuniber, or in any manner disposeof such funds, accounts. and assets without priorwritten consent of, or unless otllerwise directed in writingby the Department.The Departmentshall be authorized to change the name ofsuch accounts and other assets, withdraw them from such bank, savingsand loan association or other financial or take institution, any lesser action necessary for the of proper conduct this No bank, savingsand receivership. loan association, or other financial institution shall be permitted to exercise any form of set-off. alleged set-ofl:lien,any form whatsoever, or refuse ofself-help to transfer any funds or assets to the Departinentts control without permissionof this Court. 28. Any entityfurnishingtel ephone, water, electric,sewage, garbage,or trash removal services to the Respondentis requiredto maintain such service and transfer any such accounts to the Departmentas of the date of the Order. unless instructed to the contrary by the Department. 29. Upon request by tjle Depamnent. any company providingtelephonic services to the Respondent is directed to provide a reference of calls from the number p] esently assignedto the Respondentto any such number designated by the Departmentor perform any other services or changesnecessary to the conduct ofthe rcceivership. 30. All executory contracts to which the Respondent was a party shall be cancelled and stand cancelled unless specifically adopted by the Department within ninety (90) days of the date of this Order or from the date of the Department's actual knowledgeof the existence of such contract, whichever is later."Actual Knowledge" means the Dcpartmenl has in its possession a written contract to which the Respondent is a party, and the Departmenthas notified the vendor in writing the existence of the acknowledging contract. Page 9 of 16 A. Further, the Department shall have the to do the authority tbllowing i. Pay for services providedby any of Respondent's vendors, including which are vendors. in thc ninety(90) day affiliates periodpriorto assuming or rejecting the contract, which are necessary to administer the estate: and receivership ii. Once the Department determines Respondent'svendor is necessary in the continued administration of the estate for a periodto exceed the rcceivership ninety (90) days from the date of this order, or from the date of Department'sactual knowledge of such contract, whichever is the Department may make minimal later, modifications to the tenns of the contract, bu[ not limited to, the including, expiration date of the agreement, the scope of the services to be provided, and/or the to be compensation paid to Respondent's vendor pursuant to the contract. "Minimal Modifications" shall mean any minimum alteration made to the contract in order to adapt to the new ci,vuinstances of the i eceivership estate. In no event will any minimal modification be construed as the Department enteringinto a new contract with Respondent's vendor. B. Any vendor, including but noi Iitniled to, any and all of employees/contractors insurer, thc existence of a contractual clai,ning with the insurer relationship shall pi'ovidenotice to the Department of such relationship. This notice shall include any and ail documents and information regardingthe tenns and conditions of the contract, a copy of the written contract including between the vendor and the insurer,if what services or goods were provided any, pursuant to the contract, any current. future and/or due amounts owing under the past contract, and any supporting documentation for third party services or goods provided.Failure to providethe requiredinformation may result in vendors' contractual not being rights recognizedby the The rightsof the parties Department. to any Page 10 of 16 such contracts are fixed as of the date of the Order and any cancellation under this shall not provision be treated as an breach of such anticipatory contracts. 31. Any information technologyservice provideror data processing service, including, but not limited toi Scibcls Bruce & Co. and Xceedance Limited,which has custodyor Consulting control of any dataprocessing information and records includingbut not limited to electronic message communications,source documents. claims data. policyadministration data, data processingcards, input tapes. all types of storage mforniation, master tapes or any other recorded information relating to the Respondent is directed to transfer the rights to or actual custodyand control ofsuch records to the Department.The Departmentshall be authorized to compensate any such entityfor the actual use of hardware,software,and licenses which the Department finds to be necessary to this proceeding. Compensation should be based upon the monthly rate provided ibr in contracts or leases with Respondent or its affiliates which were when proceedingwas in effect this instituted or based upon such contract as may be negotiated by the Department,for the actual time such equipment and software is used by the Any past due Department. or pending balances due from Respondentshall be processedas claims againstthe receivership estate and shall not be a basis for withholding the transfer ofrecords, actual use ofhardware or software, or services contemplated in this Paragraph. 32. All attorneys employed by Respondentas of the date ofthe Order, arc requiredwithin ten (10)days of receivingnotice of this Order, to report to the Departmenton tile name, company claim number and status ofcach file they are handlingon behalfofthe Respondent. Said report should also include an of any funds received from oron behalf ofthe accounting Respondent.All attorneys employed by Respondentare advised that pursuant to sections 631.01 1(17) and 63 I .011 (21 ),Florida a claim based on mere Statutes, possessiondoes not create a secured claim and a]1 attorneys employed by Respondent,pursuant to hi Re the Receivership Two. q/'Sp,dicafe Inc., 538 So.2d 945 Ula DCA 1989),who are in possessionof files or other material, litigation documents or records belonging to