Essent Group Ltd. (ESNT) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of Essent Group Annual Meeting 2021. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting to Chris Garrod, representative of the Secretary of Essent Group Ltd. Sir, the floor is yours.

Thank you. I now call the meeting to order. Good morning, ladies and gentlemen. My name is Chris Garrod. As the representative of Conyers Corporate Services, Bermuda Limited, the Secretary of the company, I'll act as the Chairman of this meeting, and Mr. Waldman will act as the secretary of the meeting. On behalf of the directors and officers of the company, it is my pleasure to welcome you to 2021 Annual General Meeting of Shareholders. The matters on which the shareholders of the company will vote at the meeting are: number one, the election of 3 Class 1 Directors. Number two, the reappointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the year ending December 31, 2021. And number three, advisory votes on the 2020 compensation of the company's named executive officers. We have not received notice from any of our shareholders as required under our amended and restated bylaws or the rules of the SEC of any matters to be considered at today's meeting. And therefore, no other proposals may be properly introduced by shareholders. Mr. Mort Waldman will act as Secretary of this meeting and will prepare the minutes regarding the actions taken today. American Stock Transfer & Trust Company, the registrar and transfer agent for our common shares has delivered an affidavit as to the mailing of the notice of the meeting, which states that on April 2, 2021, notice of the meeting, together with the company's annual report for the year ended December 31, 2020, and related proxy materials were mailed to all shareholders of record as of the close of business on March 19, 2021, the record date for the meeting. This affidavit is available if any shareholder wishes to examine it and will be filed with the minutes of this meeting. If the shareholders have no objection, I suggest the notice be taken as read. You need not vote at this meeting if you have already voted by proxy. However, if you wish to change your vote or if you have not voted, you will be given the opportunity to vote before the polls are closed. Submission of a ballot at this meeting revokes any proxy previously filed. Our first order of business is to determine whether the share as represented at the meeting either in person or by proxy are sufficient to constitute a quorum for the purpose of transacting business. As of March 19, 2021, the record date for this meeting, there were 112,840,615 common shares outstanding and entitled to vote at this meeting. Under the amended and restated bylaws of the company, the presence of 2 or more persons, representing in person or by proxy at least 50% of the outstanding voting shares of the company is necessary to constitute a quorum for the transaction of business. There are present at the meeting -- this meeting, more than 2 persons representing either in person or by proxy, more than 50% of the outstanding voting shares of the company. A quorum is therefore present and this meeting is properly and legally convened. A shareholder list of the company as of the close of business on March 19, 2021, the record date for determining shareholders eligible to vote at the meeting which shows the shareholders and their respective number of shares entitled to vote at this meeting is available if any shareholder wishes to examine it. The minutes of this meeting will reflect that there are sufficient shares present in person or by proxy to constitute a quorum and to transact the business for which this meeting is convened. The next order for business for this meeting is the preparation of the company's financial statements for the year ended December 31, 2020, which is contained in the company's annual report previously circulated to all shareholders. Does anyone have any questions about the financial statements? The Secretary will note that the financial statements for the year ended December 31, 2020, have been received by the shareholders at this meeting. The next item of business is the election of 3 Class 1 Directors of the company to serve through the 2024 annual meeting. The proxy statement sent to you earlier listed the company's nominees for Director. Jane P. Chwick, Aditya Dutt, and Roy Kasmar have been nominated to serve as Class I Directors by the company's nominating governance and Corporate Responsibility Committee and Board of Directors. In accordance with the bylaws of the company, shareholders are required to provide advanced notice of their intent to nominate candidates for directors. No such notice was received. I therefore declare the nominations for directors closed. A motion to elect 3 Class I Directors as described in the proxy statement is now before this meeting. Are there any questions or comments on this motion? There being no further discussion, I hereby call the question and declare the polls open to vote on the motion. Any shareholders desiring to vote in at this meeting should do so at this time. [Voting]

I now declare the polls closed on this motion. The next item of business is the reappointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the year ending December 31, 2021, and until the 2022 Annual Meeting and to refer to the determination of the auditor's compensation to the Board of Directors. The reappointment of PwC is discussed in the proxy statement that was sent to you previously. At this time, I would like to recognize Ken Dubbs from PwC, who is with us today. A motion to reappoint PwC as the company's auditor as described in the proxy statement is now before this meeting. Are there any questions or comments on this motion? There being no further discussion, I hereby call the question and declare the polls open to vote on the motion. Any shareholders desiring to vote in person should do so at this time. [Voting]

I now declare the polls closed on this motion. The next item of business is to approve the 2020 compensation of the company's named executive officers. This proposal is a nonbinding shareholder advisory vote. The company's executive compensation is discussed in the proxy statement that was sent to you earlier. The motion to vote on the compensation of the named executive officers as described in the proxy statement is now before the meeting. Are there any questions or comments on this motion? There being no further discussion, I hereby call the question and declare the polls open to vote on the motion. Any shareholders desiring to vote in person should do so at this time. [Voting]

And I now declare the polls closed on this motion. I understand that the votes have been counted. The preliminary voting report indicates that each of Jane P. Chwick, Aditya Dutt, and Roy Kasmar have been elected as Class I members of the Board of Directors to serve through the 2024 annual meeting. Each candidate received affirmative votes representing more than the majority of the votes cast at the meeting. The reappointment of PwC as the company's independent registered public accounting firm for the year ending December 31, 2021, and until the 2022 annual meeting and the referral of the determination of the auditor's compensation to the Board of Directors has been approved by more than the majority of the votes cast at the meeting. The compensation of the company's named executive officers as disclosed in the proxy statement pursuant to the compensation disclosure rules of the SEC has not been approved by the shareholders by more than the majority of the votes cast at the meeting. You have now heard the results of the voting, and this completes the business to be conducted at this meeting. I hereby declare this meeting adjourned. I would like to take this opportunity to thank you for your attendance and interest. Thank you.

Thank you. This concludes the meeting. You may now disconnect.