Ullico, the union-owned insurance company embroiled in an insider stock-trading controversy, has suffered several setbacks in recent weeks, including the protest resignation of its chief financial officer, the issuance of warnings by two rating companies, and new calls for its president, Robert A. Georgine, to temporarily step aside.
A committee established by Ullico's board met Wednesday to discuss how to deal with a sharply critical internal investigation. Sources said some members fell short in their effort to have all profits from the questionable stock deals returned to the company. Ullico, which is privately held and owned entirely by unions, union members and affiliate organizations, was created in 1925 to provide benefits to families of workers killed on the job. Since then it has grown into a large company providing a wide range of services.
For the past year, some Ullico officials have been under civil and criminal investigation by the U.S. attorney's office, the Labor Department, the Maryland insurance commissioner, and the Securities and Exchange Commission. They are looking into allegations that officers and some board members made huge profits by buying Ullico stock and then reselling it to the company under unusually favorable conditions.
Subpoenas and other documents from these inquiries suggest that investigators are trying to determine whether the board voted itself the right to make the profits at the expense of the union pension and trust funds that hold the vast majority of company stock.
On Feb. 25, John K. Grelle, Ullico's chief financial officer, resigned. He wrote in a letter to Georgine: "I could not sit by and watch Ullico disintegrate because corrective actions have not been taken. . . . I find it impossible to continue to represent the company to outside parties because we no longer have a cohesive organization and because there are surreptitious activities taking place that prevent me from properly carrying out my duties as CFO."
In a letter back to Grelle, Georgine said the suggestion "that I am unwilling to face Ullico's problems is as mistaken as it is unfounded." Georgine said the timing of Grelle's resignation was "telling" because it came "as I announce that senior management will suffer substantial pay cuts and forgo company bonuses."
Shortly after Grelle quit, A.M. Best Co., the insurance rating company, on March 3 lowered Ullico's life insurance operations from B+ (very good) to B (fair). The rating went to B- (fair) on March 7. A.M. Best also lowered Ullico's property and casualty operations from A- (excellent) to B++ (very good) to B. Major insurance companies rarely get ratings from Best below an A-.
Best cited "the limited financial flexibility of the parent holding company, Ullico Inc.; substantial investment concentration risk at the parent, the life insurance subsidiaries and affiliated non-risk bearing subsidiaries; decline in surplus at the life insurance subsidiaries and ongoing operating losses at the life and property/casualty insurance subsidiaries."
Compounding Ullico's difficulties, Segal Co., a consulting firm that advises many unions, wrote on March 10: "The Segal Company cannot recommend [Ullico] until the ratings improve and/or an adequate solution returns their ratings to an acceptable level."
On Wednesday, Andrew J. Stern, president of the Service Employees International Union, wrote Ullico board members that "the only way that Ullico has any hope of surviving this crisis is for the current management team to step aside."