STATE OF OREGON DEPARTMENT OF CONSUMER AND BUSINESS SERVICES INSURANCE DIVISION REPORT OF FINANCIAL EXAMINATION

Transcription

1 STATE OF OREGON DEPARTMENT OF CONSUMER AND BUSINESS SERVICES INSURANCE DIVISION REPORT OF FINANCIAL EXAMINATION OF LIFEWISE HEALTH PLAN OF OREGON INC. DBA LIFEWISE HEALTH PLAN OF OREGON PORTLAND, OREGON NAIC COMPANY CODE AS OF DECEMBER 31, 2010 June 5, 2012 Lifewise 10-2.docx

2 TABLE OF CONTENTS SALUTATION... 3 SCOPE OF EXAMINATION... 4 COMPANY HISTORY... 5 Capital Stock... 6 Dividends to Stockholders and Other Distributions... 6 MANAGEMENT AND CONTROL... 7 Board of Directors... 7 Officers... 7 CONFLICT OF INTEREST... 8 CORPORATE RECORDS... 9 Board of Director Minutes... 9 Articles of Incorporation... 9 Bylaws... 9 Parent, Subsidiaries and Affiliated Companies... 9 INTERCOMPANY AGREEMENTS Intercompany Agreement (Allocation of Costs) Subsidiary Tax Sharing Agreement Administrative Services Agreement Services Agreement FIDELITY BONDS AND OTHER INSURANCE PENSION PLANS AND OTHER POST RETIREMENT BENEFITS Employee Retirement Plans Post Retirement Benefits STATUTORY DEPOSIT TERRITORY AND PLAN OF OPERATION GROWTH OF THE COMPANY LOSS EXPERIENCE REINSURANCE Assumed Business Ceded Business Risk Retention ACCOUNTS AND RECORDS COMPLIANCE WITH PRIOR EXAMINATION RECOMMENDATIONS BALANCE SHEET INCOME STATEMENT NOTES TO THE FINANCIAL STATEMENTS Note 1 - Investments Note 2 Claims Unpaid and Unpaid Claims Adjustment Expense Reserves SUMMARY OF COMMENTS AND RECOMMENDATIONS CONCLUSION ACKNOWLEDGMENT AFFIDAVIT... 24

3 SALUTATION April 1, 2012 Joseph Torti, III Deputy Director and Superintendent of Insurance Chairman, NAIC Financial Condition (E) Committee Rhode Island Division of Banking Regulation Division of Insurance 1511 Pontiac Avenue Cranston, RI Honorable Patrick Allen, Director Department of Consumer and Business Services State of Oregon 350 Winter Street NE Salem, Oregon Dear Director: In accordance with your instructions and guidelines in the National Association of Insurance Commissioners (NAIC) Examiners Handbook, pursuant to ORS and , respectively, we have examined the business affairs and financial condition of LIFEWISE HEALTH PLAN OF OREGON INC. DBA LIFEWISE HEALTH PLAN OF OREGON 2020 SW 4th Street, Suite 1000 Portland, Oregon NAIC Company Code hereinafter referred to as the "Company." The following report is respectfully submitted. 3

4 SCOPE OF EXAMINATION The examination of the Company was conducted as of December 31, 2010, covering the three year period then ended. This examination covers the period of January 1, 2008, through December 31, Material transactions or events occurring subsequent to the examination cut-off date were reviewed and noted during the examination. We considered the provisions of ORS and the NAIC procedures and guidelines during our examination. We conducted our examination in accordance with the NAIC Financial Condition Examiners Handbook. The handbook requires that we plan and perform the examination to evaluate the financial condition and identify prospective risks of the Company by obtaining information about the Company, including corporate governance, identifying and assessing inherent risks within the Company and evaluating system controls and procedures used to mitigate those risks. The examination also included assessing the principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation, management s compliance with Statutory Accounting Principles and annual statement instructions. Corrective actions taken by the Company in response to comments and recommendations in the December 31, 2007, report of examination were reviewed. KPMG LLP s 2010 audit work papers for this company were reviewed. Portions of the auditors work papers were incorporated into this examination s work papers and were used to determine the examination s scope and areas of emphasis. The Washington State Office of the Insurance Commissioner conducted an examination of Premera Blue Cross (PBC), a Washington domiciled health care service contractor, as of December 31, PBC, a parent of the Company, shares officers, employees, computer 4

5 systems and applications with the Company. During this examination, the Oregon examiners reviewed material generated by the Washington examiners during their examination of the PBC to increase the efficiency of this examination and to avoid a duplication of efforts. Portions of these work papers were also incorporated into this examination s work. David N. Ball, FSA, MAAA, actuary for the State of Oregon, Department of Consumer and Business Services, evaluated unpaid losses and loss adjustment expenses for this examination. His analysis results are under the relevant section of this report. COMPANY HISTORY On August 7, 1986, the Company incorporated as a for-profit corporation in the State of Oregon as Pacific Health and Life Insurance Company. On December 24, 1986, the Oregon Insurance Division issued a Certificate of Authority under ORS Chapter 732 to transact life and health lines of business. Until moving its operations to Bend, Oregon in 1987, the Company shared offices with Klamath Medical Service Bureau (KMSB) in Klamath Falls, Oregon. On January 6, 1994, the Oregon Insurance Division approved the acquisition of all the outstanding shares of common stock of the Company by Washington-Alaska Group Services, Inc. (WAGS), a Washington for-profit corporation doing business as an insurance sales agency. WAGS was a wholly-owned subsidiary of Blue Cross of Washington and Alaska (BCWA), a non-profit Blue Cross Blue Shield licensed health care service contractor based in Mountlake Terrace, WA. As a result, on January 10, 1994, 100% of the shares of common stock were purchased for $18,100,000, which represents a per share price of approximately $54.52 for the outstanding 332,015 shares, payable as follows: 5

6 Disbursed to PH&L shareholders $ 15,819,000 Brokers fee 158,190 Retained in escrow 2,122,810 Total $ 18,100,000 In August 1994, BCWA formed an affiliation with Medical Service Corporation of Eastern Washington, based out of Spokane, Washington, which resulted in the formation of PREMERA, a Washington nonprofit corporation and the sole member of BCWA. In June 1998, Blue Cross of Washington and Alaska and Medical Service Corporation formally merged under the name Premera Blue Cross. On July 2, 1997, the Company received permission from the Oregon Insurance Division to change its name to LifeWise, a PREMERA Health Plan, Inc. Effective June 2002, the Company received approval to again change its name to LifeWise Health Plan of Oregon, Inc., dba LifeWise Health Plan of Oregon. Capital Stock During most of the period under examination, the Company was authorized under Article III of its Articles of Incorporation to issue 1,500,000 shares of common stock of $1.00 par value per share. The Company had issued 332,015 shares to its direct parent, WAGS (now known as Ucentris Insured Solutions, Inc.), representing 100% of the shares outstanding. On May 29, 2007, the Articles were amended to reduce the total number of authorized shares down to 332,015, and to increase the par value to $6.03 per share. No additional capital or paid-in surplus had been contributed to the Company during the period under examination. Dividends to Stockholders and Other Distributions No dividends were paid to its stockholder during the examination period 2008 through

7 MANAGEMENT AND CONTROL Board of Directors The Company s Bylaws, Section 2.09, state that the Board of Directors shall have sole responsibility for the management of the business of the corporation. Section 2.01 provides the members of the Board shall not be more than thirteen (13), the exact number to be fixed from time to time by resolution of the Board. Section 2.06 defines a quorum as a majority of directors then serving on the Board. The Board of Directors met all the requirements of ORS Members of the Board of Directors, duly appointed and serving as of December 31, 2010, were: Name and Address Principal Affiliation Appointed Brian E. Ancell Woodinville, WA Majd F. El-Azma Lake Oswego, OR Sharon Smith Howe Portland, OR Jeffrey E. Roe* Seattle, WA Kent S. Marquardt Kirkland, WA *Chair of the Board Exec. Vice President of Health Care Services and Strategic Development Premera Blue Cross President and CEO LifeWise Health Plan of Oregon Vice President of Underwriting LifeWise Health Plan of Oregon Senior Vice President Employer and Individual Markets Premera Blue Cross Vice President and CFO Premera Blue Cross Officers Operating management of the Company as of December 31, 2010, was under the direction of the following principal officers: 7

8 Name Office Jeffrey E. Roe Sr. Vice President Employer & Individual Markets - Premera Blue Cross (BC) & LifeWise Health Plan OR Majd F. El-Azma President and CEO - LifeWise Health Plan OR John H. Pierce Vice President, General Counsel and Secretary Premera BC & LifeWise Health Plan OR Sharilyn A. Campbell David J. Braza Richard A. Maturi Sharon S. Howe David A. Lechner Rakesh Roki Chauhan, MD Kirsten C. Kemp Vice President, Finance and Treasurer Premera BC & LifeWise Health Plan OR Vice President and Chief Actuary Premera BC & LifeWise Health Plan OR Sr. Vice President, Health Care Delivery Services Premera BC & LifeWise Health Plan OR Vice President of Underwriting LifeWise Health Plan OR Vice President of Sales & Marketing - LifeWise Health Plan OR Vice President, Medical Director Premera BC & LifeWise Health Plan OR Sr. Vice President Operations - Premera BC & Lifewise Health Plan OR CONFLICT OF INTEREST The Company s conflict of interest policy is stated in the Premera Code of Ethics and Business Conduct, a system-wide code of conduct. Board members, senior officers and key employees are required to annually sign a conflict of interest declaration. These are done online. From a review of the completed conflict of interest questionnaires, it appeared that the affected personnel performed due diligence in completing the conflict of interest statements. No material conflicts of interest were noted. 8

9 CORPORATE RECORDS Board of Director Minutes A review of 2008 to 2010 Board meeting minutes indicated that the minutes support the Company s transactions and its officers and directors actions. A quorum, as defined by ORS , met at all of the meetings held during the period under review. Resolutions passed in 2009 and 2010 ratified and approved delegation of authority to Premera Blue Cross to approve corporate officers salaries. Articles of Incorporation The Articles of Incorporation conformed to Oregon statutes. No changes to the Articles were made during the examination period. Bylaws The Bylaws conformed to Oregon statutes. No amendments were made to the Bylaws during the period under review. Parent, Subsidiaries and Affiliated Companies Insurance holding company registration statements were filed on behalf of the Company in accordance with the provisions of ORS , ORS , and Oregon Administrative Rule (OAR) The following chart shows an abbreviated structure of the holding company structure: 9

10 PREMERA a WA non-profit miscellaneous corporation 100% Premera Blue Cross a WA non-profit health care service contractor 100% Ucentris Insured Health Solutions, Inc. a WA for-profit corporation 100% 100% 100% 100% 100% LifeWise Health Plan of Oregon, Inc. an OR for-profit life and health insurer LifeWise Assurance Company a WA life and disability insurer LifeWise Health Plan of Washington a WA non-profit health care srvice contractor Calypso Healthcare Solutions a WA non-profit corp NorthStar Administrators, Inc. a WA for-profit corporation A description of the entities is as follows: PREMERA is a Washington nonprofit corporation. PREMERA is the sole member of Premera Blue Cross by virtue of their power to appoint all the members of the Board and would be considered the ultimate controlling entity. Premera Blue Cross (PBC) is a nonprofit mutual benefit corporation with members. It is a Blue Cross Blue Shield licensed health care service contractor based in Mountlake Terrace, Washington. It sells health insurance plans under the Blue Cross license in all of Washington state (except Clark County) and under Blue Shield license in eastern Washington. It also sells under both the Blue Cross and Blue Shield licenses in Alaska. It also directly or indirectly owns smaller health insurance operations in Washington and Oregon under the LifeWise brand. It is the indirect parent of the Company. 10

11 PremeraFirst, Inc. is a Washington based for-profit corporation formed to act as an agent for contracting with provider networks. PremeraFirst is owned directly by PBC. Ucentris Insured Solutions Inc. is a Washington based for-profit corporation owned 100% by PBC. Ucentris is an insurance agency/broker formerly known as Washington-Alaska Group Services (WAGS). Ucentris owns 100% of the outstanding shares of the Company and would be considered the Company s direct parent. NorthStar Administrators Inc. is a Washington based for-profit corporation formed to act as a third-party administrator. NorthStar is owed directly by Ucentris. LifeWise Administrators Inc. is a Washington for-profit corporation formed to provide consolidated billing and collection services to Premera affiliates. It also provides administrative services to employer groups, associations, multiple-employer groups, trusts, and any other organization that provides health benefit plan coverage to employees. LifeWise Administrators is owned directly by Ucentris. Calypso Healthcare Solutions is a Washington non-profit corporation formed to provide investigation and recovery services to health plans and self-funded employer benefit plans. Calypso is owned directly by Ucentris. LifeWise Health Plan of Washington is a Washington domiciled health care service contractor that provides group and individual health coverage to residents of the State of Washington. This Plan is owned directly by Ucentris. LifeWise Assurance Company (LAC) is a Washington domiciled life and health insurer formerly known as States West Life Insurance Company. LAC is owned directly by Ucentris, and is authorized in 11 states, primarily in the Western Zone. 11

12 INTERCOMPANY AGREEMENTS As of December 31, 2010, the Company was party to the following agreements with affiliates: Intercompany Agreement (Allocation of Costs) Effective January 10, 1994, and amended October 31, 2007, the Company entered into an agreement with PBC to establish cost allocation methods and procedures to allocate operating expenses between affiliates. On April 30, 2009, a second amendment took effect listing Premera as a limited purchasing agent for all its affiliates. PBC maintains an activity based cost accounting system, whereby operating expenses are accumulated in accordance with GAAP. Costs are then allocated at the account level within each department number, and settlements shall occur within 60 days of the date at which PBC and/or any affiliate incurs such costs. Subsidiary Tax Sharing Agreement Effective November 21, 1994, and amended effective October 31, 2005, the Company became party to a tax sharing agreement with PBC and all other PREMERA affiliates. Under the agreement, the Company s federal tax liability is consolidated with that of PBC, and allocated based on a calculation of the separate tax liability of each subsidiary, adjusted for any special tax attributes. Intercompany tax balances are settled quarterly upon payment of the estimated taxes and the filing of the consolidated federal tax return. Administrative Services Agreement Effective August 1, 2005, LifeWise Administrators, Inc., entered into an agreement with the Company to provide COBRA-related administrative services. The Company reimbursed LifeWise Administrators any and all costs, charges, and expenses incurred under the Intercompany Agreement (Allocation of Costs) described above. The agreement took effect 12

13 for a three-year period starting July 1, 2005, and automatically renewed for an additional three year term. Services Agreement Effective February 1, 2005, Calypso Healthcare Solutions entered into an agreement with the Company to provide investigation, recovery and preventative services related to overpayment of claims. The Company paid monthly fee equal to 13% of the amounts recovered. The agreement took effect for a three-year period starting February 1, 2005, and automatically renewed each year thereafter. FIDELITY BONDS AND OTHER INSURANCE Premera Blue Cross insurance policies listed the Company as a named insured. A professional liability policy insures the Company s employees and officers against liability losses up to $10,000,000 after a $500,000 deductible. This professional liability coverage exceeded the minimum coverage recommended by the NAIC. All other insurance coverages in force at December 31, 2010, were as follows: Real and personal property Commercial general liability Workers compensation Network security & privacy Automobile liability Fiduciary and fidelity/crime Coverage limits were adequate for the above policies as of December 31, PENSION PLANS AND OTHER POST RETIREMENT BENEFITS Employee Retirement Plans The Company participates in two qualified retirement plans established by Premera Blue Cross, a 401(k) contribution plan and a Pension Equity Plan (PEP). Both of these plans are open to all employees of PREMERA and its subsidiaries. Participants in the 401(k) plan may contribute a portion of their compensation up to a maximum percentage, with the Company providing a matching contribution equal to 50% of the participant s eligible elective deferrals 13

14 up to 6% of the participant s compensation, as defined by the plan. Employees hired on or after January 1, 2008, must be employed 3 or more years to receive matching contribution benefits under the 401(k) plan and also benefits accrued under PEP. PEP benefits are based on the number of years of service and the employee s average compensation, as defined, during consecutive plan years, (excluding the plan year in which termination of employment occurs) in the last ten years of employment. A participant s accrued benefit at any point in time is the lump sum value of the sum of the following percentages for each year of service multiplied times Final Average Earnings. Years of Service Percentage Less than 3 4.0% % % % % % More than % For employees hired before 2008, the benefit percentage in the table above is 5% for each of the first five years of service. The maximum lump sum payable could total 325% of the final average pay. The Company also participates in a nonqualified supplemental defined contribution retirement plan (DCSRP) and nonqualified supplemental defined benefit retirement plan (DBSRP) covering certain officers. Participants must hold a position approved by the Board of Directors, per the plan(s) as having a significant corporate-wide impact on accomplishing the Company s strategic goals and objectives. Under the DBSRP, participants must satisfy a five year vesting requirement to receive benefits under the plan. Benefits are based on years of service in an eligible position and the participant s earnings during the five year preceding term of employment. Under the DCSRP, the Company funds the deferred benefits through 14

15 participants accounts based upon participants salary, level of management and percentage of salary award established by the Compensation Committee. Post Retirement Benefits The Company participates in a PREMERA-wide postretirement benefit plan, which provides certain healthcare benefits for eligible retired employees. Substantially all employees may become eligible for these benefits upon reaching retirement age while working for the Company. Starting in 2007 new employees no longer receive an employer contribution towards their medical premium. The costs of these benefits are shared by the Company and the retiree. STATUTORY DEPOSIT As a life and health insurer, the Company is not normally required to hold a statutory deposit. However, as of the date of the examination, the Company maintained a deposit with the Oregon Insurance Division, Department of Consumer Business Services, in a $1,000,000 US Treasury Note to comply with Idaho Insurance Code Section (2)(a)(i). The deposit was verified from the records of the Insurance Division. TERRITORY AND PLAN OF OPERATION The Company conducts business in Oregon and is also licensed in Idaho. It issues accident and health, dental, and vision to both groups and individuals and Medicare supplement insurance policies to individuals. These coverages provide protection, after a deductible, at a usual and customary rate for covered indemnity services, or at a negotiated rate for covered preferred provider services. Business is written through a combination of licensed, independent agents, and salaried representatives. At December 31, 2010, Premera Blue Cross and its subsidiaries had approximately 2,800 full-time equivalent employees, providing insurance and related health services to 666,677 15

16 members in Washington, Alaska, and Oregon. In Oregon the Company reported approximately 56,200 members and 142 employees or associates. GROWTH OF THE COMPANY Growth of the Company since the last examination is reflected in the following schedule. Amounts were obtained from the Company s filed annual statements, except for years where the Oregon Insurance Division published an examination report. Total Capital Net Income/ Year Assets Liabilities and Surplus (Loss) 2007* $126,815,707 $56,893,214 $69,922,493 $(5,273,580) ,450,787 42,631,924 58,818,863 (9,953,137) ,417,313 38,953,489 58,463, , * 97,021,033 42,262,035 54,758,998 (4,185,255) *Per examination Capital and surplus decreased each year due to losses from operations. From 2007 to 2010, total member months reduced from 1,415,084 to 717,674. LOSS EXPERIENCE Company annual underwriting results for 2007 through 2010 are presented in the following table. Amounts were obtained from the Company's filed annual statements and, where indicated, from the examination reports. Year (1) Total Revenues (2) Total Hospital and Medical (3) CAE and General Expenses (2) + (3)/(1) Combined Ratio 2007* $320,177,710 $282,162,455 $51,416, % ,714, ,612,701 49,970, % ,901, ,784,692 43,605, % ,280, ,350,861 44,219, % *Per examination A combined loss incurred and expense to premium ratio of more than 100% indicates an underwriting loss. The Company incurred underwriting losses and decreasing membership during each of the four years reported above. 16

17 Assumed Business REINSURANCE The Company assumed no business during the examination period. Ceded Business Under a Medical Excess of Loss Reinsurance Agreement, losses in excess of $1,000,000 were ceded to Ace American Insurance Company (ACE). Under terms of the most recent agreement, ACE reimburses the Company for losses per member up to $4,000,000 for each individual risk, after a $1,000,000 retention. Each covered employee and each covered dependent are a separate risk for purposes of determining limits and retention. This reinsurance agreement clearly transfers risk to the reinsurer. Risk Retention The reinsurance agreement described above ensures the Company does not maintain risk on any one subject in excess of 10% of its surplus to policyholder, in compliance with ORS ACCOUNTS AND RECORDS In general, the Company's records and source documentation supported the amounts presented in the Company's December 31, 2010, annual statement and were maintained in a manner by which the financial condition was readily verifiable pursuant to the provisions of ORS From a review of the Company's disaster recovery plan, it was determined that the current information system possessed the physical and internal controls as prescribed by the NAIC. The Company has a system in place to account for unclaimed funds. The Company has filed the reports on abandon property pursuant to the provisions of ORS COMPLIANCE WITH PRIOR EXAMINATION RECOMMENDATIONS The Company has taken corrective action with respect to the three recommendations made in the 2007 report of examination. A follow-up report was prepared on January 11,

18 LIFEWISE HEALTH PLAN OF OREGON INC. DBA LIFEWISE HEALTH PLAN OF OREGON BALANCE SHEET As of December 31, 2010 ASSETS Balance per Company Examination Adjustments Balance per Examination Bonds $84,840,299 $ 0 $84,840,299 Cash and short term investments 4,807,962 4,807,962 Securities lending reinvested collateral assets 1,652, ,652,499 Subtotal cash & invested assets 91,300,760 91,300,760 Investment income due and accrued 739, ,879 Uncollected premiums 899, ,055 Amounts recoverable from reinsurers 195, ,025 Amounts receivable related to uninsured plans 812, ,839 Current federal income tax recoverable 1,639,516 1,639,516 Receivable from parent and affiliates 244, ,857 Health care receivable 823, ,427 Aggregate write-ins for other than invested assets 365, ,675 Total Assets $97,021,033 $ 0 $97,021,033 18

19 LIFEWISE HEALTH PLAN OF OREGON INC. DBA LIFEWISE HEALTH PLAN OF OREGON BALANCE SHEET (continued) As of December 31, 2010 LIABILITIES Balance per Company Examination Adjustments Balance per Examination Claims unpaid $20,398,728 $ 0 $20,398,728 Accrued medical incentive pool 23,398 23,398 Unpaid claims adjustment expenses 690, ,495 Aggregate health policy reserves 539, ,336 Premiums received in advance 4,439,465 4,439,465 General expenses due or accrued 3,536,365 3,536,365 Ceded reinsurance premiums payable 26,333 26,333 Amounts withheld or retained for account of others 5,924 5,924 Remittances and items not allocated 505, ,497 Amounts due parent, subs and affiliates 6,042,797 6,042,797 Payable for securities 3,108,365 3,108,365 Payable for securities lending 1,652,499 1,652,499 Liability for amounts held under uninsured plans 591, ,860 Aggregate write-ins for other liabilities 700, ,973 Total Liabilities $42,262,035 0 $42,262,035 Common capital stock 2,002,050 2,002,050 Gross paid in and contributed surplus 12,408,579 12,408,579 Unassigned surplus 40,348, ,348,369 Total Capital and Surplus 54,758, ,758,998 Total Liabilities, Capital & Surplus $97,021,033 $ 0 $97,021,033 19

20 LIFEWISE HEALTH PLAN OF OREGON INC. DBA LIFEWISE HEALTH PLAN OF OREGON INCOME STATEMENT As of December 31, 2010 Per Company Examination Adjustments Per Examination Net Premium income $189,476,152 $ 0 $189,476,152 Change in unearned premium reserves and reserves for rate credits 803, ,894 Total revenues 190,280, ,280,046 Hospital and Medical Hospital/medical benefits 123,889, ,889,129 Emergency room and out-of-area 20,633,530 20,633,530 Prescription drugs 12,997,997 12,997,997 Incentive pool, withhold adjustments and bonus amounts 29, ,364 Subtotal 157,550, ,550,020 Less: Net reinsurance recoveries 199, ,159 Total hospital and medical 157,350, ,350,861 Claims adjustment expenses 15,817,317 15,817,317 General administrative expenses 28,402, ,402,232 Total underwriting deductions 201,570, ,570,410 Net underwriting gain (loss) (11,290,364) 0 (11,290,364) Net investment income earned 4,360,946 4,360,946 Net realized capital gains (losses) 711, ,962 Net investment gains (losses) 5,072, ,072,908 Aggregate write-ins for other income or expenses (175,007) (175,007) Federal income taxes incurred (2,207,208) 0 (2,207,208) Net income (loss) $ (4,185,255) $ 0 $ (4,185,255) CAPITAL & SURPLUS ACCOUNT Capital and surplus, December 31, 2009 $58,463,824 Net income or (loss) (4,185,255) Change in valuation basis of aggregate policy and claim reserves - Change in net unrealized capital gains 459,993 Change in net deferred income tax 247,689 Change in non-admitted assets (195,025) Aggregate write-ins for gains or (losses) in surplus (32,228) Net change in capital & surplus (3,704,826) Capital and surplus, December 31, 2010 $54,758,998 20

21 NOTES TO THE FINANCIAL STATEMENTS Note 1 - Investments Most of the Company s long-term bond investments were in US government obligations, federal agency bonds, special revenue bonds, and corporate issues. Over 60% of the total long-term bond portfolio was invested in mortgaged-backed and asset-backed securities. All except one of the MBS/ABS issues were investment rated at year-end 2010, with a book carrying value of $51.3 million. Cash and short-term deposits consisted of cash on deposit and a short-term Treasury bill money market mutual fund. A comparison of the investments over the past four years is as follows: Year A B Ratio Ratio Cash & Short-term A/ B/ Bonds Investments Total Assets Total Assets 2007 $115,649,226 $3,975, % 3.13% ,531,406 (1,865,824) 89.24% -1.84% ,582,258 7,404, % 7.60% ,840,299 4,807, % 4.96% The minutes indicated that the Board reviews and approves investments in accordance with the provisions of ORS and ORS As of December 31, 2010, funds were invested in amply secured obligations of the United States or FDIC insured cash deposits which exceeded the amount that must be invested in these types of assets pursuant to ORS Effective September 19, 2006, the Company entered into a custodial agreement with the Bank of New York Trust Company, NA. The agreement contains all of the relevant protections described in OAR (4)(1) through (l). The Company is party to a Securities Lending Agreement and Guaranty, updated July 19, 2007, with the Bank of New York (BNY). The Company, its parent, and several affiliates agree to appoint BNY as agent to lend securities to third-party borrowers from time to time. At December 31, 2010, BNY reported bonds with a total fair value of $1,652,810 were loaned to various borrowers, and that $1,653,340 was held as collateral for the Company. This agreement appears to contain all the relevant protections of OAR through Note 2 Claims Unpaid and Unpaid Claims Adjustment Expense Reserves David H. Ball, FSA, MAAA, life and health actuary for the Oregon Insurance Division, reviewed the loss and loss adjustment expenses in the Company s 2010 annual statement. He reviewed the Company s liabilities to determine if they were reasonably stated. His conclusion was: 21

22 My total estimate for actuarial liabilities of $20,720,857 is less than the company s estimate by $931,100 or about 4.3%. My estimate is borne out by the estimate for claims unpaid at the end of 2010 in the 2011 annual statement, given in the Underwriting and Investment Exhibit, Part 2B, which also indicates a small redundancy in claims unpaid. Furthermore, since the company s capital and surplus totals over $54 million, so there is no question about the company s solvency at the end of Additional detail is available in the work papers. SUMMARY OF COMMENTS AND RECOMMENDATIONS There were no adjustments made to the Company s surplus as a result of this examination and no recommendations or comments made. CONCLUSION During the three year period covered by this examination, the surplus decreased from $69,922,493, as shown in the December 31, 2007, examination report to $54,758,998, as shown in this examination report. Assets and liabilities are compared below: December 31, Change Assets $97,021,033 $126,815,707 ($29,794,674) Liabilities 42,262,035 56,893,214 14,631,179 Surplus $54,758,998 $ 69,922,493 ($15,163,495) 22

23 ACKNOWLEDGMENT The cooperation and assistance extended by the officers and employees of the Company during the examination process are gratefully acknowledged. In addition to the undersigned, Mark A. Giffin CFE, insurance examiner, and David H. Ball, FSA, MAAA, life and health actuary, for the State of Oregon, Department of Consumer and Business Services, Insurance Division, participated in the examination. Respectfully submitted, Mike P. Phillips, CFE, CPA, AES Supervising Financial Examiner Insurance Division Department of Consumer and Business Services State of Oregon 23

24 AFFIDAVIT STATE OF OREGON ) ) ss County of Marion ) Mike P. Phillips, CFE, CPA, AES being duly sworn, states as follows: 1. I have authority to represent the state of Oregon in the examination of LifeWise Health Plan of Oregon Inc., dba LifeWise Health Plan of Oregon. 2. The Insurance Division of the Department of Consumer and Business Services of the State of Oregon is accredited under the National Association of Insurance Commissioners Financial Regulation Standards and Accreditation. 3. I have reviewed the examination work papers and examination report, and the examination of LifeWise Health Plan of Oregon Inc., dba LifeWise Health Plan of Oregon was performed in a manner consistent with the standards and procedures required by the Oregon Insurance Code. The affiant says nothing further. Mike P. Phillips, CFE, CPA, AES Supervising Financial Examiner Department of Consumer and Business Services State of Oregon Subscribed and sworn to me this day of, NOTARY PUBLIC for the State of Oregon My Commission Expires: 24