In Re the Liquidation of Integrity Insurance

delivered the opinion of the Court.

This appeal presents the latest — and not yet final — chapter in the now almost twenty-one-year-old liquidation of Integrity Insurance Company (Integrity). Determining that claims against Integrity’s reinsurers that have been incurred but not reported (IBNR claims) could be included as part of the most recent final distribution plan, the Chancery Division also established a mechanism, via a special master and in substitution of contractually agreed-upon arbitration provisions, for the determination of those IBNR claims. The Appellate Division, however, reversed in both respects, concluding that IBNR claims do not qualify for participation in the final distribution of an insolvent insurer’s liquidated estate pursuant to N.J.S.A. 17:30C-28(a), and that the special master dispute resolution mechanism adopted by the Chancery Division could not be sustained.

The plain language of N.J.S.A. 17:30C-28(a) requires that, in order to be cognizable in liquidation, a claim against the liquidated estate must be “absolute against the insurer on or before the last day fixed for filing of proofs of claim against the assets of [an insolvent] insurer[.]” That language does not permit the substitution of estimated claims for “absolute” ones, even when those estimated claims result from the application of sophisticated actuarial estimation methodologies. Because the very claims that would have been subject to the special master dispute resolution process cannot be part of the insolvent insurer’s estate, whether that process may override the contractually provided arbitration process becomes moot.

*89I.

We previously summarized the history of this case as follows:

Prior to 1986, [Integrity] was a property and casualty insurer licensed to transact business in every state. Most of its risks were subject to reinsurance. Many of the risks (for example, environmental and products liability) were not expected to translate into reportable claims until many year's after the policies were issued. In addition, Integrity wrote excess and umbrella policies, under which a duty to pay does not arise until underlying coverages are exhausted.

In December 1986, the Superior Court, Chancery Division entered an order declaring Integrity to be insolvent. The court directed the rehabilitation of Integrity and appointed the New Jersey Commissioner of Insurance and his statutory successors in office as rehabilitators. On March 27, 1987, the court ordered Integrity into liquidation, and appointed the Commissioner as liquidator pursuant to N.J.S.A. 17:30C-9. The Commissioner was directed to marshal Integrity’s assets and liquidate its liabilities for the benefit of all claimants against its estate.

On June 17, 1996, the Commissioner filed a Final Dividend Plan (FDP) with the court to effect the early termination of the Integrity estate. That novel plan to wind up Integrity’s affairs essentially reduced the actuarial estimates of Integrity’s future liabilities to present value. Briefly summarized, under the FDP, the liquidator was to (1) estimate and allow the present value of all Contingent Claims, including claims for IBNR losses; (2) collect from reinsurers the present value of any reinsurance that will be due on such claims; (3) arrive at a final determination of Integrity’s assets and liabilities; (4) calculate the percentage to be paid on the Fourth Priority [policyholder] claims; and (5) pay a final dividend on all claims accorded Fourth Priority or higher status. The FDP will require Integrity’s reinsurers to pay off approximately [ ]800 million dollars of debt.

[In re Liquidation of Integrity Ins. Co., 165 N.J. 75, 80, 754 A.2d 1177 (2000) (footnote omitted).]

One commentator has described that “novel plan” — the process of estimating IBNR claims — thusly:

A new and significant issue arising in insurer insolvency proceedings with significant impact on reinsurers is the authority of liquidators to estimate the value of contingent claims. Liability insurers facing environmental and similar “long-tail” claims may face substantial losses that have already occurred but which have not yet been reported. These losses are referred to in the insurance industry as IBNR (incurred but not reported losses). Ordinarily, a' liquidation proceeding for an insolvent insurer would continue until all claims become fixed. But awaiting the fixation of claims in some contexts would result in substantial delays in resolving the proceedings. In the meantime, there may be losses of potential reinsurance recoveries due to intervening reinsurer insolvencies, and the administrative costs of the proceeding would continue to mount.

One approach recently tried by receivers and liquidators of insolvent insurance companies is to estimate ... the value of IBNR claims and seek reinsurance *90recoveries based upon the estimated value. Reinsurers have resisted the estimation approach, understandably fearing an incentive to inflate reinsurance claims on an available deep pocket.

[14-106 AppUman on Insurance 2d § 106.9 (2007).]

Ultimately allowing IBNR claims as part of Integrity’s final distribution plan, the Chancery Division explained that the Commissioner of Banking and Insurance (Liquidator) had presented “three possible options with respect to the conclusion of Integrity’s liquidation.” In re Liquidation of Integrity Ins. Co., 299 N.J.Super. 677, 680, 691 A.2d 898 (Ch.Div.1996). It succinctly outlined those options:

The first option involves a run-off approach and continuing the liquidation until all or substantially all contingent claims become absolute as to value and amount. This option, the Liquidator argues, would result in continuing the liquidation for at least another 10 years (likely longer), thereby delaying the full final dividend to claimants and policyholders, and causing the Estate to incur administrative expenses over the next 10 years of approximately $45 million.

The second option involves a cut-off approach whereby the Estate’s liability for any [IBNR] losses would be terminated. The Liquidator argues that this approach would be manifestly unfair to many policyholders and third parties with contingent claims who would lose any recourse to the assets of Integrity’s Estate.....

The third alternative ... proposes to estimate and, in appropriate cases, allow contingent claims at their net present value using an independent actuarial consulting firm, and collect any reinsurance that may be due on the claims. The Liquidator contends that such an approach will: (1) protect the interests of claimants with contingent claims, (2) abbreviate the delay in making final payment to claimants, (3) maximize the assets of the Estate, (4) reduce administrative expenses, and (5) lighten the burden of Integrity’s insolvency on the [state insurance guarantee associations] and the insurance-consuming public. If such a plan is implemented, the Liquidator hopes to conclude the liquidation of Integrity’s Estate within three years.

[Id, at 680-81, 691 A.2d 898.]

Embracing the third option, the Chancery court concluded that “the Liquidator has the statutory authority to determine contingent claims and to permit such contingent claims to participate in distributing [the] assets from the Estate.” Id. at 692, 691 A.2d 898.

Eight years later, when it considered Integrity’s fourth amended final dividend plan, the Chancery Division explained that, because it already had determined that IBNR claims could be *91included as part of the distribution of Integrity’s estate, “the central issue before this Court [was] limited to whether the proposed Fourth Amended Final Dividend Plan achieve[d] that objective (1) using generally accepted estimation techniques; (2) in a commercially reasonable manner; and (3) while protecting the policyholders, insureds, and the public.” The Chancery court acknowledged that “an actuarial estimate is not a 100% guarantee. Rather it is an evaluation generated by an actuary using the most up-to-date technology available.” It noted that actuarial estimation “is a process that is employed and relied upon by major insurance and reinsurance companies ... on a regular basis for such transactions as commutations, takeovers and mergers.” Concluding that the procedure proposed by the Liquidator satisfied the three prongs of the court’s test, the Chancery court authorized the final dividend plan using actuarial estimates for IBNR claims and allowing for a special master to resolve any disputes arising therefrom.

The resolution of Integrity’s IBNR claims is of significant import to Integrity’s reinsurers. As the Chancery court noted in 1996, “there are an estimated $1,321 billion of [IBNR] losses as of December 31, 1995, which may not become absolute as to liability, coverage, and amount for thirty years or more.” Id. at 680, 691 A.2d 898. It explained that, “[p]ursuant to the plan, Integrity’s reinsurers will be obligated to pay on these contingent claims an estimated $876 million. The Liquidator would then utilize this additional source of assets to pay distributions to policyholders and claimants.” Ibid.

In an unpublished opinion, the Appellate Division reversed. Siding with the position advanced by respondent Reinsurance Association of America (RAA), the panel noted that “[s]ome 26,000 claims, including several thousand policyholder protection claims, have been filed” as part of Integrity’s liquidation. It explained that “[t]hese claims fall into three categories: ‘paid loss’ claims; ‘outstanding losses;’ and ‘ineurred-but-not-reported’ (IBNR) claims.” It defined “paid loss” claims as “those in which liability *92to a specific claimant in a specific amount has been identified.” It described “outstanding losses” as “those for which a claim has been made by an identified party but the fact of liability and the amount of the claim are unresolved.” Finally, and most germane to this appeal, the panel defined IBNR claims as “those that may, by virtue of historical experience, be expected to be filed, although the claimant, the nature of the claim, the responsibility for the claim and the amount of the claim are all unknown.” It is estimated that the contingent claims — the “outstanding losses” and the IBNR claims — represent over $2 billion in the aggregate.

Addressing the propriety of recognizing IBNR claims as part of a liquidation plan, the panel concluded that IBNR claims

are actuarial estimates and are, therefore, not absolute. They are derived from standards of measurement that vary according to the judgment of the valuator. They are nothing more than an estimate of the value of a potential actual loss that accounts both for the possibility that the loss will not occur and for the possibility that the extent of the loss will differ from the actuarial estimate. Accordingly, IBNR claims are not absolute and are prohibited by [N.J.S.A. 17:30C-28(a) ] from sharing in the estate.

We granted the application of American Standard Companies, Inc. for leave to intervene and for leave to appeal. In re Liquidation of Integrity Ins. Co., 189 N.J. 422, 915 A.2d 1046 (2007).1 We later also granted the Liquidator’s motion for leave to appeal as within time. In re Liquidation of Integrity Ins. Co., 192 N.J. 287, 927 A.2d 1287 (2007). Finally, Foster Wheeler L.L.C. was granted leave to file a brief amicus curiae. For the reasons that follow, we affirm in part and vacate in part the judgment of the Appellate Division.

II.

The Liquidator, intervenor and amicus urge that the judgment of the Chancery court approving the fourth amended final divi*93dend plan be reinstated. They argue that IBNR claims, once subjected to rigorous actuarial estimation, are “absolute” within the meaning of N.J.S.A. 17:30C-28(a). In their view, the Appellate Division’s interpretation of that statute cannot be sustained because, under that construct, “no contingent claim would ever qualify for distribution!!]” They further posit that if the Legislature had intended that result, it would have said so. Finally, they assert that the only plausible alternative to allowing IBNR claims as part of the liquidation of the estate is the “run-off approach,” a far less desirable alternative that would increase substantially both the costs of the administration of the liquidating estate and the length of that liquidation. In the latter respect, they note that, eleven years earlier, the Chancery court estimated that the “run-off approach” would delay Integrity’s liquidation for at least an additional ten years at an estimated administrative expense of $4.5 million per year.

In respect of the Chancery Division’s acceptance of IBNR claims as “absolute” under N.J.S.A 17:30C-28(a), the RAA notes its agreement with the Appellate Division’s conclusions that IBNR claims are — by their very nature — estimates and thus not absolute, and that the statute does not allow for anything other than “absolute” claims to be part of a final dividend plan of an insolvent insurer. Asserting that it is more than willing to meet all contractual obligations under the various reinsurance contracts if and when they come due under the terms and conditions of those specific contracts, the RAA argues that the only proper option under the statute is the first option outlined by the trial court, that is, the “run-off approach” that would continue the liquidation until all or substantially all contingent claims become absolute as to value and amount.

III.

Our task in this appeal is straightforward: to determine the meaning of N.J.S.A. 17:30C-28(a)(l). That statute provides that, in the liquidation of an insurer’s estate,

*94[n]o contingent claim shall share in a distribution of the assets of an insurer which has been adjudicated to be insolvent ..., except that such claims shall be considered, if properly presented, and may be allowed to share where

(1) Such claim becomes absolute against the insurer on or before the last day fixed for filing of proofs of claim against the assets of such insurer!.]

This appeal, then, presents an issue of statutory interpretation, “a question of law that we review de novo.” Toll Bros., Inc. v. Twp. of W. Windsor, 173 N.J. 502, 549, 803 A.2d 53 (2002) (citing Balsamides v. Protameen Chem., Inc., 160 N.J. 352, 372, 734 A.2d 721 (1999)). We have explained that,

[w]hen interpreting a statute, our ovei'arching duty is to construe and apply the statute as enacted. We do so by applying the following principles. Fix-st, a coui’t should not resort to extrinsic interpretative aids when the statutox-y language is clear and unambiguous, and susceptible to only one intei'pretation. That said, if there is ambiguity in the statutory language that leads to more than one plausible interpx-etation, we may turn to extrinsic evidence, including legislative history, committee reports, and eontempox-aneous eonsti-uction. We have explained that we may also resort to extrinsic evidence if a plain x’eading of the statute leads to an absurd result or if the overall statutory scheme is at odds with the plain language. We ax'e guided by first principles: our analysis ... begins with the plain language of the statute.

[Daidone v. Buterick Bulkheading, 191 N.J. 557, 565-66, 924 A.2d 1193 (2007) (citations, internal quotation marks and editing marks omitted).]

Throughout, our analysis is informed by the injunction that “‘words and phrases shall be read and construed with their context, and shall, unless inconsistent with the manifest intent of the legislature or unless another or different meaning is expressly indicated, be given their generally accepted meaning, according to the approved usage of the language.’ ” Soto v. Scaringelli, 189 N.J. 558, 570-71, 917 A.2d 734 (2007)(quoting N.J.S.A. 1:1-1).

This dispute centers on the meaning of the word “absolute.” The Liquidator, intervenor and amicus argue that, in the context of the statutory scheme governing the liquidation of insolvent insurers, the term “absolute” must also encompass those claims that are the product of generally accepted estimating techniques applied in a commercially reasonable manner, so long as those estimating techniques protect the policyholders, the insureds and the public. The RAA counters, however, that “absolute” means precisely that — absolute—and that the clear legisla*95tive choice for those claims cognizable in an insurance company’s liquidation must be honored.

We agree with the position pressed by the RAA. The unambiguous terms of N.J.S.A. 17:30C-28(a) demonstrate that the Legislature specifically selected which claims would be honored in the insurance company liquidation context. At the outset, the Legislature determined that “[n]o contingent claim shall share in a distribution of the assets of an insurer which has been adjudicated to be insolvent[.]” N.J.S.A. 17:30C-28(a) (emphasis supplied). Thus, the overarching legislative intent plainly is to bar any contingent claim. The statute then admits of two — and only two-exceptions: when a contingent claim “becomes absolute against the insurer on or before the last day fixed for filing of proofs of claim against the assets of such insurer[,]” N.J.S.A. 17:30C-28(a)(1); or when “[tjhere is a surplus and the liquidation is thereafter conducted upon the basis that such insurer is solvent[,]” N.J.S.A. 17:30C-28(a)(2). Only the former exception is relevant here.2

Moreover, we are persuaded by the Appellate Division’s definition of IBNR claims as “those that may, by virtue of historical experience, be expected to be filed, although the claimant, the nature of the claim, the responsibility for the claim and the amount of the claim are all unknown[,]” and its reasoning and conclusion that, given the plain meaning of N.J.S.A 17:30C-28, “IBNR claims are actuarial estimates and are, therefore, not absolute.” Seeking the generally accepted meaning of the term, *96the panel concluded that “absolute” is “synonymous with ‘unconditional’ or ‘non-contingent[.]’ ” Our independent review of the meaning of “absolute” yields similar results. See Webster’s Third New International Dictionary 6-7 (1966) (defining “absolute” as “free from conditional limitation[;]” “operating or existing in full under all circumstances without variation or exception[;]” “free from doubt[;]” “positive, unquestionable^]” “independent of arbitrary standards of measurement[;]” “free from qualification[;]” and “final and not liable to modification or termination”); Webster’s II New College Dictionary 4 (1995) (defining “absolute” as “[p]erfect in nature or quality[;]” “[n]ot limited by restrictions or exceptions[;]” “[u]nqualified in extent or degree”). Of these definitions, the most apt in this context is that “absolute” means “[something considered to be independent of and unrelated to anything else.” Webster’s II New College Dictionary, supra at 4. Because the process by which the Liquidator proposes to estimate IBNR claims of necessity entails looking outside of each claim to other similar claims in respect of their very existence, nature, extent and cost, IBNR claims fail to satisfy that most basic of requirements in order to be “absolute”: that in order for a claim to participate in the liquidation of an insolvent insurer’s estate, the claim, in each of its fundamental respects, must stand on its own, and not by reference to any other claim.3

*97In the end, the vice of IBNR claims is that they are not “absolute” as of the claim bar date. If IBNR claims cannot so qualify, they cannot participate in the final dividend plan. To that extent, then, the fourth amended final dividend plan approved by the Chancery court cannot be sustained.

No doubt our conclusion delays, yet again, the final liquidation of Integrity’s estate, which may result in an increase in administrative costs. That result, however, is compelled by our obligation to hew to the Legislature’s mandate. The Legislature, in the rational exercise of its discretion, in the future may amend N.J.S.A. 17:30C-28 to allow estimated claims to participate in the assets of a liquidated insolvent insurer. As presently written, however, N.J.S.A. 17:30C-28 does not permit any claim other than an “absolute” or unconditional claim to share in the estate of an insolvent insurer, and, as written, that statute’s mandate must be honored.

IV.

Because we conclude, as the Appellate Division did, that IBNR claims are not cognizable as “absolute” claims under N.J.S.A 17:30C-28(a), we need not consider whether the special master/dispute resolution mechanism for the processing of IBNR claims adopted by the trial court improperly violates the parties’ choice of arbitration as their dispute resolution mechanism. In more technical terms, we need not address whether, in light of the arbitration provisions in each of the reinsurance contracts with Integrity, the reverse preemption provisions of the McCarran-Ferguson Act, 15 U.S.C. §§ 1011-1015, supersede the mandate for arbitration contained in the Federal Arbitration Act, 9 U.S.C. §§ 1-16, and the Convention on the Recognition and Enforcement *98of Arbitral Awards, 9 U.S.C. §§ 201-208. To the extent the Appellate Division nevertheless reached that issue, that portion of the judgment below is vacated as moot.

Y.

The judgment of the Appellate Division is affirmed in part and vacated as moot in part, and the cause is remanded to the Chancery Division for further proceedings consistent with this opinion.