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CORRESP

 January 24, 2022

VIA EDGAR

 Division of Corporation Finance

Office of Finance

 U.S. Securities and Exchange Commission

100 F Street, N.E.

 Washington, D.C. 20549

Re:
 Argo Group International Holdings, Ltd.

Form 10-K for Fiscal Year Ended December 31, 2020

Filed March 15, 2021

File No. 001-15259

Dear Division of Corporation Finance:

 Please
find below the responses of Argo Group International Holdings, Ltd. (the “Company”) to comments of the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) contained in your comment
letter dated December 17, 2021. For your convenience in reviewing our response, we have repeated each comment and presented our response thereto.

Comment

 Form
10-K filed March 15, 2021

 Note 2. Revisions of Previously Issued Financial Statements, page F-17.

1.
 We note your disclosure that you identified certain immaterial errors in your historical financial statements
primarily related to the accounting for (1) foreign currency exchange gains and losses associated with a specific reinsurance contract and (2) errors in the Company’s tax provision primarily related to the Company’s allocation of
certain corporate-level expenses to your subsidiary companies, as well as other previously identified immaterial errors. We further note your disclosure that you concluded that although these errors were not material to the previously issued
financial statements, however, correcting the cumulative effect of the errors in 2020 would materially misstate the 2020 consolidated financial statements, and therefore you have revised your historical financial statements to correct for these
immaterial errors. In light of the nature of the errors and their quantitative significance to the adjusted financial statements presented, including, for instance income tax provision, net income (loss) and earnings per share for certain of the
revised periods, please provide us with your analysis considering the guidance in Staff Accounting Bulletin No. 99. In your response please discuss how you evaluated the total mix of information, taking into account both quantitative and
qualitative factors considered, when determining materiality of the error to investors and other users.

 Office of Finance

January 24, 2022

  Page
 2

 Response

During the preparation of the Company’s 2020 Consolidated Financial Statements (“2020 Financial Statements”), the Company identified errors in
the following areas: intercompany transactions, such as foreign currency exchange gains and losses associated with a specific reinsurance contract, the allocation of certain corporate-level expenses to its subsidiaries, the accounting for federal
and state income taxes including the tax implications of certain intercompany transactions, the completeness and accuracy of information used in recording deferred tax balances, and the timeliness of analyses of income tax accounting. As disclosed
in Note 2 to the Company’s Consolidated Financial Statements included in the Annual Report on 2020 Form 10-K (“2020 Form 10-K”), the Company analyzed the
materiality of the errors, both individually and in the aggregate, that were identified when preparing its 2020 Form 10-K in accordance with the guidance provided in Staff Accounting Bulletin No. 99 Topic
1M (“SAB No. 99”) and Staff Accounting Bulletin No. 108 Topic 1N (“SAB No. 108”). Based on this analysis, the Company concluded that correcting the cumulative effect of these errors in the Company’s 2020
Financial Statements would materially misstate the 2020 financial statements, but the errors were not material to the Company’s previously issued financial statements for the periods ending December 31, 2018 and 2019, respectively
(referred to herein as the “2018 Financial Statements” and “2019 Financial Statements,” respectively) or the related quarterly financial statements included in Forms 10-Q filed during those
periods.

 Specifically, the Company concluded that the impact of the errors on Pre-Tax Income, Tax Provision
(Benefit), and Net Income (Loss) were not material to the 2018 or 2019 Financial Statements. This conclusion was based on an assessment of the total mix of information, taking into account both quantitative and qualitative factors, as provided for
in SAB No. 99 and as further described below.

 In support of this conclusion, the graphs below illustrate the impact of the errors on Pre-Tax Income, Income Tax (Benefit) Provision and Net Income for each of the quarters impacted for the prior three years. The graphs show that the impact on these income statement line items is not significant and,
more importantly, that the impact of the errors has not materially altered any trends associated with these financial metrics.

 Office of Finance

January 24, 2022

  Page
 3

 The Company respectfully believes that informed readers of the Company’s financial statements understand that changes
to Net Income (Loss) would have a corresponding impact on earnings per share (“EPS”) and would therefore not assess the impact of a change in EPS independently of changes in Net Income (Loss). This is particularly true when operating at or
near break-even as EPS is a function of Net Income (Loss) over the outstanding number of shares. Small changes in Net Income (Loss) can have a correspondingly large impact on EPS, in percentage terms. In addition, the Company’s dividends have
not historically followed its EPS and therefore EPS is not considered an indicator of future dividends especially given the volatility of EPS during the prior three years. The dividend per common share in 2018 was $1.08 for the full year and $1.24
for each of the full years 2019 and 2020. The Company also reviewed the impact of the errors on variable compensation for its named executive officers (“NEO’s”) and determined that there was no impact for 2020 and 2019. For 2018,
correcting for the errors would have resulted in approximately a $35,000 decrease in the aggregate variable compensation for the NEOs which was not considered significant.

 Office of Finance

January 24, 2022

  Page
 4

 The Company’s Approach to Evaluating Materiality

In accordance with SAB No. 99, the Company considers both quantitative and qualitative factors to determine whether an error in the Company’s
previously issued financial statements is material. The misstatement of an item in a financial statement is material if, in the light of surrounding circumstances, the magnitude of the item is such that it is probable that the judgment of a
reasonable person relying upon the report, specifically users of the Company’s financial statements, would have been changed or influenced by the inclusion or correction of the item. SAB No. 99 states the following with respect to
quantitative materiality threshold:

 “The use of a percentage as a numerical threshold, such as 5%, may provide the basis for a preliminary
assumption that – without considering all relevant circumstances – a deviation of less than the specified percentage with respect to a particular item on the registrant’s financial statements is unlikely to be material. The staff has
no objection to such a “rule of thumb” as an initial step in assessing materiality. But quantifying, in percentage terms, the magnitude of a misstatement is only the beginning of an analysis of materiality; it cannot appropriately be used
as a substitute for a full analysis of all relevant considerations.”

 In response to this guidance, the Company first established a materiality
threshold to initially guide it in its evaluation. The Company then performed a full analysis of all relevant considerations in reaching its conclusion that correcting the cumulative effect of these errors in the Company’s 2020 Financial
Statements would materially misstate the 2020 financial statements, but the errors were not material to the Company’s previously issued 2018 Financial Statements and 2019 Financial Statements, or the related quarterly financial statements
included in Forms 10-Q filed during those periods.

 Quantitative Assessment of Materiality

The Company considers the materiality of any errors to the financial information presented in its public earnings releases and periodic filings, including the
“Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in its periodic filings on Forms 10-K and 10-Q (which
includes both GAAP and non-GAAP measures) based on what management believes users of our financial statements, in particular investors and analysts, would consider important if materially misstated.

The financial results for insurance companies traditionally include a number of non-GAAP measures, adjusting for the
financial impact from catastrophe events and prior year reserve development. Because catastrophe events and prior year reserve development generate an inherent level of volatility in an insurance company’s financial results, analysts and
investors review financial results that include and exclude the impact of both of these items when evaluating an insurance company. As a global insurance provider, management (like its analysts and investors) considers the impact of such items when
evaluating the Company’s financial results and performance. Therefore, management believes it is important to consider the impact of these errors on the financial results that both include and exclude catastrophe events and prior year
development.

 The Company considered Pre-Tax Net Income (adjusted for the financial impacts from catastrophe
events and prior year reserve development) for the 5-year period, 2016-2020, as a basis for determining the quantitative materiality threshold. The table below provides
the Pre-Tax Net Income, adjusted for Catastrophe Losses and Prior Year Reserve Development to arrive at Adjusted Pre-Tax Net Income, for each of the past five
fiscal years. Then, applying a 5% threshold (as further explained below) to the three-year rolling average Adjusted Pre-Tax Income for 2018, 2019 and 2020, management established a quantitative materiality
threshold for income statement items as follows:

 Year

Pre-Tax
Net
Income
(loss)

Catastrophe
Losses*

Prior Year
Reserve
Development
(Favorable)/
Unfavorable

Adjusted Pre-Tax
Net Income

3-Year
Average
Adjusted Pre-
Tax
Net
Income
($) (in
millions)

Quantitative
Materiality
Threshold
($)
(in millions)

 2016

181.9

61.7

(33.3
)

210.3

N/A

N/A

 2017

39.9

145.1

(8.2
)

176.8

N/A

N/A

 2018

61.0

61.9

(18.0
)

104.9

164.0

8.2

 2019

0

34.3

138.1

172.5

151.4

7.6

 2020

(46.4
)

186.8

7.7

148.1

141.8

7.1

*
 Includes the impact of reinstatement premiums.

 Office of Finance

January 24, 2022

  Page
 5

 The Company chose 5% of the rolling 3-year average of Adjusted Pre-Tax Net Income to test materiality on a quantitative basis on income statement items for the following reasons:

•

 the Company had been profitable historically but was currently making a loss or breaking-even;

•

 the occurrence of natural catastrophe events can have a significant impact on any single year financial results;
and

•

 the emergence of historical favorable or unfavorable loss trends can have a significant impact on any single year
financial results.

 In addition to Adjusted Pre-Tax Net Income, informed readers of the
Company’s financial statements focus on Total Shareholders’ Equity as part of their analysis because capital is a key metric of perceived financial strength within the insurance industry. The Company also uses additional metrics to
evaluate financial performance and help investors and analysts understand the Company’s financial results. As such, the assessment of materiality of the identified errors also focused on the following financial metrics:

•

 Gross written premiums

•

 Underwriting income (loss)

•

 Ex-catastrophe, accident year combined ratio

•

 Operating income (loss)

•

 Net Income (loss) before taxes

•

 Net Income (loss)

•

 Diluted EPS (loss)

While readers of our financial statements may consider other financial metrics, the above items represent those metrics most often relied upon by such
readers.

 Qualitative Assessment of Materiality

Establishing a quantitative threshold for materiality by itself does not determine whether an item is considered material. A qualitative assessment is also
conducted in conjunction with the quantitative assessment to determine whether an item is material. As laid out in SAB No. 99 the following factors are used to assist in the qualitative assessment of materiality:

•

 whether the misstatement arises from an item capable of precise measurement or whether it arises from an estimate
and, if so, the degree of imprecision inherent in the estimate

•

 whether the misstatement masks a change in earnings or other trends

•

 whether the misstatement hides a failure to meet analysts’ consensus expectations for the enterprise

•

 whether the misstatement changes a loss into income or vice versa

•

 whether the misstatement concerns a segment or other portion of the registrant’s business that has been
identified as playing a significant role in the registrant’s operations or profitability

•

 whether the misstatement affects the registrant’s compliance with regulatory requirements

•

 whether the misstatement affects the registrant’s compliance with loan covenants or other contractual
requirements

•

 whether the misstatement has the effect of increasing management’s compensation – for example, by
satisfying requirements for the award of bonuses or other forms of incentive compensation

•

 whether the misstatement involves concealment of an unlawful transaction.

 Office of Finance

January 24, 2022

  Page
 6

 Determining Whether the Errors Identified were Material to the 2020 Financial Statements

The Company first determined if the impact of the errors identified during the preparation of the 2020 Financial Statements exceeded the Company’s
preliminary quantitative materiality threshold. The cumulative quantitative impact of the errors identified on Net Income for the 2020 Financial Statement was $12.3 million, which is above the $7.1 million materiality threshold for income
statement items described above. The Company also considered if there was a substantial likelihood that a reasonable person would consider the errors important to the individual amounts reported and concluded that the errors would be important to a
reasonable person. Further, the Company did not identify any qualitative factors that would overcome the quantitative significance of the cumulative errors. Therefore, the Company concluded that the cumulative effect of the errors could not be
corrected in 2020 without materially misstating the 2020 Financial Statements.

 Determining Whether the Errors Identified were Material to the
Quarterly 2020 Financial Statements

 Management assessed the impact on the quarterly line items of the income statement and on the financial metrics
below that were included in the Company’s 2020 Form 10-Qs.

 Metric

Impact

Q1

%
Change

Q2

%
Change

Q3

%
Change

 Gross written premiums

$
Nil

0.0
%

$
Nil

0.0
%

$
Nil

0.0
%

 Underwriting income/(loss)

$
(0.1
) m

(0.7
)%

$
0.1
 m

8.3
%

$
(0.2
) m

(0.4
)%

 Ex-catastrophe, accident year combined ratio

0.0
%

0.0

0.0
%

0.0

0.0
%

0.0

 Operating Income

$
(0.1
) m

(0.8
)%

$
(0.2
) m

(4.3
)%

$
(0.3
) m

(2.5
)%

 (Loss) Income before income taxes

$
(4.1
) m

(19.0
)%

$
0.2
 m

3.5
%

$
2.9
 m

9.9
%

 Net Income (Loss)

$
(5.9
) m

(31.4
)%

$
1.0
 m

15.6
%

$
6.5
 m

22.0
%

 Diluted EPS (Loss)

$
(0.17
)

(30.9
)%

$
0.02

11.1
%

$
0.19

20.9
%

 The quantitative impact to the Company’s quarterly balance sheets included in 2020 Form
10-Qs were as follows:

 Metric

% Impact

Q1

Q2

Q3

 Total Assets

(0.2
)%

(0.2
)%

(0.1
)%

 Total Liabilities

(0.0
)%

0.0
%

0.0
%

 Total Shareholders’ E