ITEM 5.03 Amendments to Articles of Incorporation or Bye-laws.
On
ITEM 8.01 Other Events. In connection with the issuance of the Depositary Shares, the Company entered into a deposit agreement (the "Deposit Agreement"), datedJune 11, 2021 , withAmerican Stock Transfer & Trust Company, LLC , as depositary, registrar and transfer agent and as dividend disbursing agent and redemption agent, and the holders from time to time of the depositary receipts. The Deposit Agreement has been included as Exhibit 4.3 hereto, and is incorporated herein by reference. The above description of the Deposit Agreement is qualified in its entirety by reference to such exhibit, which is incorporated herein by reference. A legal opinion as to the Depositary Shares has been included as Exhibit 5.2 hereto, and is incorporated herein by reference. ITEM 9.01 Financial Statements and Exhibits. (d): The following exhibits are being filed herewith. EXHIBIT NO. DESCRIPTION 4.1 Certificate of Designations of 4.550% Non-Cumulative Preferred Shares, Series G 4.2 Form of Share Certificate evidencing 4.550% Non-Cumulative Preferred Share, Series G 4.3 Deposit Agreement, datedJune 11, 2021 , betweenArch Capital Group Ltd. ,American Stock Transfer & Trust Company, LLC and the holders from time to time of the depositary receipts. 4.4 Form of Depositary Receipt 5.1 Opinion ofConyers Dill & Pearman Limited 5.2 Opinion ofCahill Gordon & Reindel LLP 23.1 Consent ofConyers Dill & Pearman Limited (included as part of Exhibit 5.1) 23.2 Consent ofCahill Gordon & Reindel LLP (included as part of Exhibit 5.2) 2
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