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## Organizational structure 

Erie Indemnity Company (Indemnity) is a publicly held Pennsylvania business corporation that since 1925 has been the managing attorney-in-fact for the subscribers (policyholders) at the Erie Insurance Exchange (Exchange). The Exchange is a subscriber–owned Pennsylvania-domiciled reciprocal insurer that writes property and casualty insurance. 

Indemnity’s primary function is to perform certain services for the Exchange relating to the sales, underwriting and issuance of policies on behalf of the Exchange. This is done in accordance with a subscriber’s agreement (a limited power of attorney) executed by each subscriber (policyholder), appointing Indemnity as their common attorney-in-fact to transact business on their behalf and to manage the affairs of the Exchange. 

Indemnity also operated as a property and casualty insurer through its three wholly owned subsidiaries, Erie Insurance Company (EIC), Erie Insurance Company of New York (ENY) and Erie Insurance Property and Casualty Company (EPC). EIC, ENY and EPC, together with the Exchange and its wholly owned subsidiary, Flagship City Insurance Company (Flagship), are collectively referred to as the “Property and Casualty Group.” 

On December 31, 2010, Indemnity sold all of the outstanding capital stock of its three wholly owned subsidiaries to the Exchange. Under this new structure, all property and casualty insurance operations are now owned by the Exchange, and Indemnity continues to function as the management company. 

Erie Family Life Insurance Company (EFL) is an affiliated life insurance company that underwrites and sells nonparticipating individual and group life insurance policies and fixed annuities. Indemnity and the Exchange own 21.6 percent and 78.4 percent of EFL, respectively. On November 4, 2010, Indemnity entered into a definitive agreement for the sale of its 21.6 percent minority ownership interest in EFL to the Exchange, which is scheduled to close by March 31, 2011. Upon the closing date, the Exchange will own 100 percent of the life insurance operations. 

Indemnity, the Exchange, and its subsidiaries and affiliates, operate collectively as the “Erie Insurance Group” (The ERIE ® ). 

## Erie Insurance Group Organizational Chart (Effective December 31, 2010) 

<img src='content_image/291662.jpg'>

Denotes ownership (wholly owned unless otherwise noted) 

Denotes attorney-in-fact relationship to reciprocal exchange 

