UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___*)
Insurance Management Solutions Group, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- --------------------------------------------------------------------------------
(Title of Class of Securities)
0001063167
------------------------------------------------------------
(CUSIP Number)
12/31/99
- --------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 15 Pages
<PAGE>
- --------------------------------------------
CUSIP No. 0001063167
- --------------------------------------------
========= ======================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bankers Insurance Group, Inc.
========= ======================================================================
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) [ ]
(b) [ ]
========= ======================================================================
3 SEC USE ONLY
========= ======================================================================
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
========= ============= ====== =================================================
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY ====== =================================================
OWNED BY 6 SHARED VOTING POWER
EACH 8,021,400 (see item 4)
REPORTING ====== =================================================
PERSON 7 SOLE DISPOSITIVE POWER
WITH 0
====== =================================================
8 SHARED DISPOSITIVE POWER
8,021,400 (see item 4)
========= ======================================================================
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,021,400 (see item 4)
========= ======================================================================
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
========= ======================================================================
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
63.3%
========= ======================================================================
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC
========= ======================================================================
Page 2 of 15 Pages
<PAGE>
- --------------------------------------------
CUSIP No. 0001063167
- --------------------------------------------
========= ======================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bankers Insurance Company
========= ======================================================================
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) [ ]
(b) [ ]
========= ======================================================================
3 SEC USE ONLY
========= ======================================================================
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
========= ============= ====== =================================================
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY ====== =================================================
OWNED BY 6 SHARED VOTING POWER
EACH 3,449,971 (see item 4)
REPORTING ====== =================================================
PERSON 7 SOLE DISPOSITIVE POWER
WITH 0
====== =================================================
8 SHARED DISPOSITIVE POWER
3,449,971 (see item 4)
========= ======================================================================
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,449,971 (see item 4)
========= ======================================================================
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
========= ======================================================================
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
27.2%
========= ======================================================================
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IC
========= ======================================================================
Page 3 of 15 Pages
<PAGE>
- --------------------------------------------
CUSIP No. 0001063167
- --------------------------------------------
======== =======================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bankers Financial Corporation
========= ======================================================================
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) [ ]
(b) [ ]
========= ======================================================================
3 SEC USE ONLY
========= ======================================================================
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
========= ============= ====== =================================================
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY ====== =================================================
OWNED BY 6 SHARED VOTING POWER
EACH 8,021,400 (see item 4)
REPORTING ====== =================================================
PERSON 7 SOLE DISPOSITIVE POWER
WITH 0
====== =================================================
8 SHARED DISPOSITIVE POWER
8,021,400 (see item 4)
========= ======================================================================
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,021,400 (see item 4)
========= ======================================================================
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
========= ======================================================================
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
63.3%
========= ======================================================================
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
========= ======================================================================
Page 4 of 15 Pages
<PAGE>
- --------------------------------------------
CUSIP No. 0001063167
- --------------------------------------------
========= ======================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bankers International Financial Corporation
========= ======================================================================
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) [ ]
(b) [ ]
========= ======================================================================
3 SEC USE ONLY
========= ======================================================================
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
========= ============= ====== =================================================
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY ====== =================================================
OWNED BY 6 SHARED VOTING POWER
EACH See item 4
REPORTING ====== =================================================
PERSON 7 SOLE DISPOSITIVE POWER
WITH 0
====== =================================================
8 SHARED DISPOSITIVE POWER
See item 4
========= ======================================================================
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See item 4
========= ======================================================================
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
========= ======================================================================
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
See item 4
========= ======================================================================
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
========= ======================================================================
Page 5 of 15 Pages
<PAGE>
- --------------------------------------------
CUSIP No. 0001063167
- --------------------------------------------
======== ======================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bankers International Financial Corporation, Ltd.
========= ======================================================================
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) [ ]
(b) [ ]
========= ======================================================================
3 SEC USE ONLY
========= ======================================================================
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
======================= ====== =================================================
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY ====== =================================================
OWNED BY 6 SHARED VOTING POWER
EACH See item 4
REPORTING ====== =================================================
PERSON 7 SOLE DISPOSITIVE POWER
WITH 0
====== =================================================
8 SHARED DISPOSITIVE POWER
See item 4
========= ======================================================================
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See item 4
========= ======================================================================
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
========= ======================================================================
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
See item 4
========= ======================================================================
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
========= ======================================================================
Page 6 of 15 Pages
<PAGE>
- --------------------------------------------
CUSIP No. 0001063167
- --------------------------------------------
======== ======================================================================
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bankers International Financial Corporation II Trust
========= ======================================================================
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) [ ]
(b) [ ]
========= ======================================================================
3 SEC USE ONLY
========= ======================================================================
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
======================= ====== =================================================
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY ====== =================================================
OWNED BY 6 SHARED VOTING POWER
EACH See item 4
REPORTING ====== =================================================
PERSON 7 SOLE DISPOSITIVE POWER
WITH 0
====== =================================================
8 SHARED DISPOSITIVE POWER
See item 4
========= ======================================================================
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See item 4
========= ======================================================================
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
========= ======================================================================
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
See item 4
========= ======================================================================
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
========= ======================================================================
Page 7 of 15 Pages
<PAGE>
- --------------------------------------------
CUSIP No. 0001063167
- --------------------------------------------
Item 1(a). Name of Issuer:
Insurance Management Solutions Group, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
360 Central Avenue
St. Petersburg, Florida 33701
Item 2(a). Name of Person Filing:
This statement is filed jointly by each of the following
persons pursuant to Rule 13d-1(k) promulgated under
Section 13 of the Securities Exchange Act of 1934, as
amended: (i) Bankers Insurance Group, Inc., a Florida
corporation ("BIG"), as a direct beneficial owner of
Common Stock; (ii) Bankers Insurance Company, a Florida
corporation and wholly-owned subsidiary of BIG ("BIC"),
as a direct beneficial owner of Common Stock; (iii)
Bankers Financial Corporation ("BFC"), Bankers
International Financial Corporation ("BIFC") and Bankers
International Financial Corporation, Ltd. ("BIFC Ltd."),
all of which are Florida corporations, except BIFC, Ltd.,
which is a Cayman corporation, as the direct, indirect
and ultimate parent corporations, respectively, of BIG;
and (iv) Bankers International Financial Corporation II
Trust ("BIFC Trust"), a discretionary charitable trust
which owns all of the outstanding shares of BIFC Ltd.
Information with respect to each of the reporting persons
is given solely by such reporting person, and no
reporting person assumes responsibility for the accuracy
or completeness of information provided by another
reporting person. By their signatures on this statement,
each of the reporting persons agrees that this statement
is filed on behalf of such reporting person.
Item 2(b). Address of Principal Business Office or, if none,
Residence:
Bankers Insurance Group, Inc. 360 Central Avenue
Bankers Insurance Company St. Petersburg, FL 33701
Bankers Financial Corporation
Bankers International
Financial Corporation
Bankers International Ansbacher House
Financial Corporation, Ltd. Jeanette Street
Bankers International P.O. Box 887
Financial Corporation George Town, Grand Cayman
II Trust British West Indies
Item 2(c). Citizenship:
See Item 2(a).
Item 2(d). Title of Class of Securities:
Common Stock
Page 8 of 15 Pages
<PAGE>
- --------------------------------------------
CUSIP No. 0001063167
- --------------------------------------------
Item 2(e). CUSIP Number:
0001063167
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
Not applicable
Item 4. Ownership
(a)-(b)
As of January 31, 2000, BIG was the registered owner of
4,571,429 shares of the Issuer's Common Stock, or
approximately 36.1% of the outstanding Common Stock and
BIC was the registered owner of 3,449,971 shares of the
Issuer's Common Stock, or approximately 27.2% of the
outstanding Common Stock. By virtue of the relationships
between BIG and BIC and BFC, BIFC, BIFC Ltd. and BIFC
Trust, each of such entities may be deemed to possess
indirect beneficial ownership of the shares of Common
Stock beneficially owned by BIG and BIC, which represent
an aggregate of 8,021,400 shares of the Issuer's Common
Stock or approximately 63.3% of the outstanding Common
Stock.
(c)
<TABLE>
<CAPTION>
Sole Shared Sole Shared
Reporting Voting Voting Dispositive Dispositive
Person Power Power Power Power
<S> <C> <C> <C> <C>
Bankers Insurance Group, Inc. 0 8,021,400 0 8,021,400
Bankers Insurance Company 0 3,449,971 0 3,449,971
Bankers Financial Corporation 0 8,021,400 0 8,021,400
Bankers International Financial
Corporation 0 See item 4(a)-(b) 0 See item 4(a)-(b)
Bankers International Financial
Corporation, Ltd. 0 See item 4(a)-(b) 0 See item 4(a)-(b)
Bankers International Financial
Corporation II Trust 0 See item 4(a)-(b) 0 See item 4(a)-(b)
</TABLE>
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable
Page 9 of 15 Pages
<PAGE>
- --------------------------------------------
CUSIP No. 0001063167
- --------------------------------------------
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not applicable
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company.
Not applicable
Item 8. Identification and Classification of Members of the Group.
Not applicable
Item 9. Notice of Dissolution of Group.
Not applicable
Item 10. Certification.
Not applicable
Page 10 of 15 Pages
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief,
each of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
BANKERS INSURANCE GROUP, INC.
Date: February 7, 2000
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Vice Chairman
BANKERS INSURANCE COMPANY
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Vice Chairman
BANKERS FINANCIAL CORPORATION
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Vice Chairman
BANKERS INTERNATIONAL FINANCIAL
CORPORATION
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Attorney-in-fact under Power
dated 2/8/99
Page 11 of 15 Pages
<PAGE>
BANKERS INTERNATIONAL FINANCIAL
CORPORATION, LTD.
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Attorney-in-fact under Power
dated 2/8/99
BANKERS INTERNATIONAL FINANCIAL
CORPORATION II TRUST
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Attorney-in-fact under Power
dated 2/8/99
Page 12 of 15 Pages
<PAGE>
Exhibits
1 Agreement of Joint Filing, dated February 7, 2000, among Bankers
Insurance Group, Inc., Bankers Insurance Company, Bankers Financial
Corporation, Bankers International Financial Corporation, Bankers
International Financial Corporation, Ltd., and Bankers International
Financial Corporation II Trust.
2 Powers of Attorney dated February 8, 1999 for each of Bankers
International Financial Corporation, Bankers International Financial
Corporation, Ltd. and Bankers International Financial Corporation II
Trust.
Page 13 of 15 Pages
Exhibit 1
AGREEMENT OF JOINT FILING
AGREEMENT dated as of February 7, 2000 among Bankers Insurance Group,
Inc., Bankers Insurance Company, Bankers Financial Corporation, Bankers
International Financial Corporation, Bankers International Financial
Corporation, Ltd., and Bankers International Financial Corporation II Trust.
WHEREAS, pursuant to paragraph (k) of Rule 13d-1 promulgated under
Subsection 13(d)(1) of the Securities Exchange Act of 1934, as amended (the
"1934 Act"), the parties hereto have decided to satisfy their filing obligations
under the 1934 Act by a single joint filing:
NOW, THEREFORE, the undersigned hereby agree as follows:
1. The Schedule 13G with respect to Insurance Management Solutions Group,
Inc., to which this Agreement is attached as Exhibit 1, as well as all future
amendments to such Statement, shall be filed jointly on behalf of Bankers
Insurance Group, Inc., Bankers Insurance Company, Bankers Financial Corporation,
Bankers International Financial Corporation, Bankers International Financial
Corporation, Ltd., and Bankers International Financial Corporation II Trust.
2. Each of Bankers Insurance Group, Inc., Bankers Insurance Company,
Bankers Financial Corporation, Bankers International Financial Corporation,
Bankers International Financial Corporation, Ltd., and Bankers International
Financial Corporation II Trust is responsible for the completeness and accuracy
of the information concerning such person contained therein; provided that each
person is not responsible for the completeness or accuracy of the information
concerning any other person making such filing.
IN WITNESS WHEREOF, the undersigned hereunto set their hands as of the
date first above written.
BANKERS INSURANCE GROUP, INC.
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Vice Chairman
BANKERS INSURANCE COMPANY
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Vice Chairman
Page 14 of 15 Pages
<PAGE>
BANKERS FINANCIAL CORPORATION
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Vice Chairman
BANKERS INTERNATIONAL FINANCIAL
CORPORATION
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Attorney-in-fact under Power
dated 2/8/99
BANKERS INTERNATIONAL FINANCIAL
CORPORATION, LTD.
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Attorney-in-fact under Power
dated 2/8/99
BANKERS INTERNATIONAL FINANCIAL
CORPORATION II TRUST
By: /s/ David K. Meehan
-----------------------------------
Name: David K. Meehan
Title: Attorney-in-fact under Power
dated 2/8/99
Page 15 of 15 Pages
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes
and appoints each of David K. Meehan, Jeffrey S. Bragg and Kelly K. King,
signing singly, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned, in the
undersigned's capacity as a more than 5% shareholder of Insurance
Management Solutions Group, Inc. (the "Company"), any and all forms,
applications and other documents as may be necessary or advisable for the
undersigned to file under the Securities Exchange Act of 1934 and the rules
thereunder (the "Exchange Act"), including, without limitation, Forms 3, 4
and 5 and Schedules 13D and 13G, and any amendments thereto, in accordance
with Section 16(a) and Section 13(d), respectively, of the Exchange Act
(collectively, "Documents"); and
(2) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any
such Documents and timely file such Documents with the United States
Securities and Exchange Commission and any stock exchange or similar
authority.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with the Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Documents with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 8th day of February, 1999.
BANKERS INTERNATIONAL FINANCIAL
CORPORATION
By: /s/ G. Kristin DeLano
-------------------------------------
Name: G. Kristin DeLano
Title: Corporate Secretary
<PAGE>
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes
and appoints each of Bankers Insurance Group, Inc., David K. Meehan, Jeffrey S.
Bragg and Kelly K. King, signing singly, the undersigned's true and lawful
attorney-in-fact to:
(1) execute for and on behalf of the undersigned, in the
undersigned's capacity as a more than 5% shareholder of Insurance
Management Solutions Group, Inc. (the "Company"), any and all forms,
applications and other documents as may be necessary or advisable for the
undersigned to file under the Securities Exchange Act of 1934 and the rules
thereunder (the "Exchange Act"), including, without limitation, Forms 3, 4
and 5 and Schedules 13D and 13G, and any amendments thereto, in accordance
with Section 16(a) and Section 13(d), respectively, of the Exchange Act
(collectively, "Documents"); and
(2) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any
such Documents and timely file such Documents with the United States
Securities and Exchange Commission and any stock exchange or similar
authority.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with the Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Documents with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact and is granted for a maximum period of one year from
the date hereof.
The attorneys-in-fact shall report to the Directors of the undersigned
company all actions undertaken by them under the powers granted to them by this
Power of Attorney and shall forward to them copies of all correspondence,
contracts and agreements signed by them upon each and every exercise of the
Power of Attorney.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 8th day of February, 1999.
BANKERS INTERNATIONAL FINANCIAL
CORPORATION, LTD.
By: CAWSAND LIMITED
By: /s/ Ginette LaRiviere
-------------------------------------
Name: Ginette LaRiviere
Title: for and on behalf of Cawsand
Limited, Director
<PAGE>
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes
and appoints each of Bankers Insurance Group, Inc., David K. Meehan, Jeffrey S.
Bragg and Kelly K. King, signing singly, the undersigned's true and lawful
attorney-in-fact to:
(1) execute for and on behalf of the undersigned, in the
undersigned's capacity as a more than 5% shareholder of Insurance
Management Solutions Group, Inc. (the "Company"), any and all forms,
applications and other documents as may be necessary or advisable for the
undersigned to file under the Securities Exchange Act of 1934 and the rules
thereunder (the "Exchange Act"), including, without limitation, Forms 3, 4
and 5 and Schedules 13D and 13G, and any amendments thereto, in accordance
with Section 16(a) and Section 13(d), respectively, of the Exchange Act
(collectively, "Documents"); and
(2) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any
such Documents and timely file such Documents with the United States
Securities and Exchange Commission and any stock exchange or similar
authority.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with the Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Documents with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact and is granted for a maximum period of one year from
the date hereof.
The attorneys-in-fact shall report to the Directors of the undersigned
company all actions undertaken by them under the powers granted to them by this
Power of Attorney and shall forward to them copies of all correspondence,
contracts and agreements signed by them upon each and every exercise of the
Power of Attorney.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 8th day of February, 1999.
BANKERS INTERNATIONAL FINANCIAL
CORPORATION II TRUST
By: ANSBACHER (CAYMAN) LIMITED
Ansbacher (Cayman) Limited, Trustee
By: /s/ J. Bryan Bothwell
-------------------------------------
Name: J. Bryan Bothwell, authorised
signatory
By: /s/ Ginette LaRiviere
-------------------------------------
Name: Ginette LaRiviere, authorised
signatory
