Take The Money And Run Offshore

Terry Mills was working in Wilmington, DE, for J. Montgomery, one of the largest insurance agencies in the region, when in 1993 he was called in to get to the bottom of a messy insurance problem. Little did he know that he would uncover a story – as yet unreported – about tax evasion through offshore firms, but with a twist. The scheme Mills came across seemed to be taking place with the aid of AIG, a major U.S. insurance giant.

The case Mills was sent to look into had to do with a Delaware holding company named NVF Corp., which owned a vulcanized fiber factory, and which was being reorganized. The reorganization was prompted by a federal court order which enjoined its owner, Victor Posner, from acting as officer or director of any public company.

Posner, who died in 2002, long had a reputation as the original "corporate raider," famed for engineering hostile takeovers of companies and looting them. He had a history of corrupt dealings.

For instance, Posner and his son Steven, along with Drexel Burnham Lambert, Inc., had been defendants in a 1988 SEC complaint about a "stock parking" scheme to gain control of the Fischbach Corporation that the SEC said cheated investors of about $4 million.

But more relevant to what Mills was dealing with in 1993, it turns out that Victor Posner and NVF had a relationship going back at least to 1977. That was the year when the SEC had filed a complaint against Sharon Steel Corporation, its holding company NVF, and several individuals, including Victor Posner, for a litany of corporate and individual misdeeds, including treating assets of public corporations as their private property.

In 1987, Victor Posner pleaded no contest to evading more than $1.2 million in taxes and was ordered to pay $7 million in fines and back taxes.

Even so, Mills was astonished when he examined the NVF insurance books. "The company I was with [J. Montgomery] had the opportunity to write the insurance for NVF in the period after the SEC gave Posner the cease and desist," Mills told me. He said he found that, "The senior management really didn't have a handle on what the costs were."

Mills found a curious pattern: NVF had been paying National Union Fire of Pittsburgh, an AIG company, substantially over market for workmen's compensation insurance. He told Catherine Mulholland, director of the Delaware Insurance Department's bureau of examination, that when he went to buy workers comp, he found it was only half as much as the year before.

Mills told me, "The fronting company was AIG. And the broker on the deal was Alexander. It was one of the biggest brokers in the world."

Here's how the deal worked: Insurance companies normally insure themselves by laying off part of their risk to reinsurance companies, so if a claim comes in above a certain amount, the reinsurance company will pay it. AIG had reinsured the NVF policy through a company named Chesapeake Insurance, a reinsurance company based in Bermuda. It turned out that Chesapeake was owned by Posner.

In essence, NVF, owned by Posner, was buying insurance from an AIG company – which was buying reinsurance for the policy from an offshore company owned by Posner. And Bermuda provided the tax and secrecy haven, so Chesapeake's books were safe from the eyes of American regulators and tax authorities.

The transaction meant all the parties came out ahead: AIG would keep a portion of the allegedly inflated NVF premium before sending the rest to Chesapeake, which meant AIG would have a higher commission. Posner would write off the entire amount as a business expense and enjoy the extra cash in Bermuda, tax free. Reduced profits might also mean smaller dividends and share prices.

A former insurance department regulator, using hypothetical numbers, explains, "Say the normal premium was $1 million. [If I ran the company,] AIG could charge me $2 million and then send a premium of $900,000 over to a reinsurance company that it has set up for me in Bermuda. I never have to pay any claims, so I get to keep the $900,000 tax-free offshore."