THG 2018 Annual Report

(A)(3) EXHIBIT INDEX 2.1 Stock Purchase Agreement, dated as of August 22, 2005, between The Goldman Sachs Group, Inc., as Buyer, and the Registrant, as Seller (the schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K), previously ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V &XUUHQW 5HSRUW RQ )RUP -K filed with the Commission on August 24, 2005 and incorporated herein by reference. 2.2 Stock Purchase Agreement, dated as of July 30, 2008, by and between the Registrant and Commonwealth Annuity and Life Insurance Company (the schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K), previously ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V &XUUHQW 5HSRUW RQ )RUP -K filed with the Commission on August 4, 2008 and incorporated herein by reference. 2.3 Agreement for the Sale and Purchase of Shares in the Capital of The Hanover Insurance International Holdings Limited, Chaucer Insurance Company Designated Activity Company and Hanover Australia HoldCo Pty Ltd., dated September 13, 2018, by and between the Registrant and China Reinsurance (Group) Corporation (the schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K), previously filed as Exhibit 2.1 to the Registrant ¶V &XUUHQW 5HSRUW RQ Form 8-K filed with the Commission on September 13, 2018 and incorporated herein by reference. 2.4 Supplemental Agreement by and between the Registrant and China Reinsurance (Group) Corporation, dated December 28, 2018 relating to the Agreement for the Sale and Purchase of Shares in the Capital of The Hanover Insurance International Holdings Limited, Chaucer Insurance Company Designated Activity Company and Hanover Australia HoldCo Pty Ltd., dated September 13, 2018, by and between the Registrant and China Reinsurance (Group) Corporation, previously filed as Exhibit WR WKH 5HJLVWUDQW¶V &XUUHQW 5HSRUW on Form 8-K filed with the Commission on January 3, 2019 and incorporated herein by reference. 3.1 Certificate of Incorporation of the Registrant, previously ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V $QQXDO 5HSRUW RQ )RUP -K filed with the Commission on March 16, 2006 and incorporated herein by reference. 3.2 Amended By- /DZV RI WKH 5HJLVWUDQW SUHYLRXVO\ ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V &XUUHQW 5HSRUW RQ )RUP -K filed with the Commission on November 21, 2006 and incorporated herein by reference. 4.1 6SHFLPHQ &HUWLILFDWH RI WKH 5HJLVWUDQW¶V &RPPRQ 6WRFN SUHYLRXVO\ ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V $QQXDO 5HSRUW RQ Form 10-K filed with the Commission on March 16, 2006 and incorporated herein by reference. 4.2 Form of Indenture relating to the Debentures between the Registrant, as issuer, and State Street Bank & Trust Company, as WUXVWHH SUHYLRXVO\ ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V 5HJLVWUDWLRQ 6WD tement on Form S-1 (File No. 33-96764) filed with the Commission on September 11, 1995 and incorporated herein by reference. (P) 4.3 Form of Global 'HEHQWXUH UHODWLQJ WR WKH 5HJLVWUDQW¶V 6HQLRU 'HEHQWXUHV GXH SUHYLRXVO\ ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V $QQXDO 5HSRUW RQ )RUP -K filed with the Commission on March 16, 2006 and incorporated herein by reference. 4.4 Indenture, dated February UHODWLQJ WR WKH 5HJLVWUDQW¶V -XQLRU 6XERUGLQDWHG 'HEHQWXUHV SUHYLRXVO\ ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V &XUUHQW 5HSRUW RQ )RUP -K filed with the Commission on February 5, 1997 and incorporated herein by reference. 4.5 First Supplemental Indenture, dated July 30, 2009, amending the indenture dated February 3, 1997 relating to the Junior 6XERUGLQDWHG 'HEHQWXUHV RI WKH 5HJLVWUDQW SUHYLRXVO\ ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V $QQXDO 5HSRUW RQ )RUP -K filed with the Commission on March 1, 2010 and incorporated herein by reference. 4.6 Form of Global Security representing $300,000,000 principal amount of Junior Subordinated Debentures of the Registrant, previously filed as Exhibit 4. WR WKH 5HJLVWUDQW¶V $QQXDO 5HSRUW RQ )RUP -K filed with the Commission on March 1, 2010 and incorporated herein by reference. 4.7 Indenture, dated as of March 20, 2013, by and between the Registrant, as issuer, and U.S. Bank National Association, as trustee, SUHYLRXVO\ ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V 5HJLVWUDWLRQ 6WDWHPHQW RQ )RUP 6 -3 (File No: 333-187373) filed with the Commission on March 20, 2013 and incorporated herein by reference. 4.8 First Supplemental Indenture (to the Indenture dated as of March 20, 2013), dated as of March 27, 2013, related to the 6.35% Subordinated Debentures due 2053, between the Registrant, as issuer, and U.S. Bank National Association, as trustee, SUHYLRXVO\ ILOHG DV ([KLELW WR WKH 5HJLVWUDQW¶V &XUUHQW 5HSRUW RQ )RUP -K filed with the Commission on March 27, 2013 and incorporated herein by reference. 140 THE HANOVER INSURANCE GROUP | 2018 ANNUAL REPORT