SiriusPoint Ltd. (SPNT) Earnings Call Transcript & Summary

Hello, and welcome to the Annual General Meeting of Shareholders of SiriusPoint Ltd. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Sid Sankaran, Chairman of the Board and Chief Executive Officer of SiriusPoint Ltd. Sir, the floor is yours.

Terrific. Thank you. Will the meeting please come to order? Good morning, everyone. Thank you for joining us today. I'm honored to be speaking with you as Chairman and CEO of SiriusPoint at the company's first Annual General Meeting of Shareholders. I would very much prefer to be with you, delivering these opening comments in person. While we establish SiriusPoint, and the insurance industry works to support the recovery from the impact of COVID-19, the health and safety of our staff, shareholders, partners and customers remains a priority. We're delighted with tentative steps toward returning to an in-person world, but are very aware, especially as an international company, that there are still many people around the globe being affected by the pandemic. We wish you and your families, wherever you are, good health and safety as we continue to work through this together. Let me begin by saying thank you to you, our shareholders, for your support through the merger of Third Point Re and Sirius Group. The combination has formed the foundation for us to have the scale, expertise and capabilities to truly unlock the value that we know exists in our company. We have a stable franchise and intend to use our platform to leverage the strengths contributed by Sirius Group and Third Point Re. My thanks also to our Board, executive team and employees who have supported our business through the merger process and integration with such dedication and passion for our vision. We've inherited an outstanding team of talent, and we've supplemented it with some tremendous new hires. We have a truly impressive leadership team who bring diversity of experience, perspectives and background to SiriusPoint. We aim to ensure diversity at every level of our company, attracting highly talented people who bring a variety of experience and perspectives and can contribute to the ongoing growth, development and success of SiriusPoint. We're in the unusual position of being a brand-new company with a 75-year foundation to build on, a class of 2020 startup with an entrepreneurial approach and abundant energy to drive industry disruption and positive change, but also possessing a deep well of experience and valuable long-term relationships. Ultimately, we strive to deliver strong underwriting profitability and returns to grow our book value and aim to ensure that all SiriusPoint shareholders benefit from the long-term economic value that has been created through the combination. I look forward to updating you on our progress as we go forward. Now let's move into the more formal portion of the meeting. As Chairman of the Board, I will be Chair of this meeting. And at this time, I'd like to introduce the members of the Board of Directors: Joseph Dowling III, Chair of the Governance and Nominating Committee; Gretchen Hayes, Chair of the Compensation Committee; Mark Parkin, Chair of the Audit Committee; Mehdi Mahmud, Chair of the Risk and Capital Management Committee; Rafe de la Gueronniere, Lead Independent Director; Sharon Ludlow; Franklin Montross; Peter Tan; Joshua Targoff; Rachelle Keller; Dan Malloy. The following individuals are also present from management: David Junius, Chief Financial Officer; Rachael Dugan, General Counsel; Lisa Tanzi, Deputy General Counsel and Corporate Secretary, who will act as Secretary of the meeting; and Stephen Plefka of Computershare will act as inspector of election for this meeting and has taken an oath of office as inspector of election. Dan Grady and Matt Adams of PricewaterhouseCoopers LLP, our independent registered public accounting firm, are also present. Each of you has access to the agenda and a list of the rules of conduct for the Annual General Meeting. To conduct an orderly meeting, we ask that participants abide by these rules. [Operator Instructions] Thank you for your cooperation with these rules. We will now move on to quorum and proof of notice of the meeting. Lisa?

Thank you, Sid. This meeting was properly called pursuant to Companies Act 1981 and the company's bylaws. I have received an affidavit of mailing establishing that notice of this meeting was duly given on or about April 19, 2021. A copy of the notice of meeting and the affidavit of mailing will be incorporated into the minutes of this meeting. All shareholders of record at the close of business on April 13, 2021, are entitled to vote at the annual meeting.

Our first order of business at this meeting is to determine whether the shares represented at the meeting, either in person or by proxy, are sufficient to constitute a quorum for the purpose of transacting business. Madam Secretary, do you have a report?

Yes. The shareholders' list shows that there were 173,612,341 eligible votes, consisting of holders of 161,891,354 common shares and 11,720,987 Series A preference shares of the company entitled to vote at the meeting. There are represented, in person or by proxy, approximately 60% of all of the shares entitled to vote at this meeting.

Thank you, Lisa. Because shareholders entitled to cast the majority of all the votes entitled to be cast at this meeting are present in person or by proxy, I declare a quorum to be present and this meeting to be duly convened for purposes of transacting such business as may properly come before it. We would now like to turn to the voting portion of the meeting and open the polls. The polls will close once the matters to be voted on have been presented and any questions have been answered. I'll turn it back to Lisa as our Secretary to present the matters to be voted upon.

The first proposal before the shareholders is the election of 3 Class II Directors to serve until 2024. The Board of Directors of SiriusPoint Ltd. has nominated and recommends that shareholders vote for the election of Mehdi Mahmud, Mark Parkin and Josh Targoff as Class II Directors of the company. The second proposal before the shareholders is the approval, on a nonbinding advisory basis, of the compensation of our named executive officers, as described in the proxy statement. The Board of Directors of the company recommends that the shareholders vote for, on a nonbinding advisory basis, approval of the compensation of our named executive officers. The third proposal before the shareholders is the approval, on a nonbinding advisory basis, of the frequency of future shareholder advisory votes on the compensation of our named executive officers, as described in the proxy statement. The Board of Directors of the company recommends that shareholders vote for 1 year, on a nonbinding advisory basis, the frequency of the approval by shareholders of the compensation of our named executive officers. And the final proposal for the shareholders is the approval of the appointment of PricewaterhouseCoopers to serve as the company's independent registered certified public accounting firm for the year ending December 31, 2021, and to authorize our Board of Directors, acting by the Audit Committee, to determine PwC's remuneration. The Board of Directors of SiriusPoint Ltd. recommends that shareholders vote for the appointment of PricewaterhouseCoopers and its remuneration.

Madam Secretary, did anyone have any questions?

Sid, there have been no questions.

Seeing that there are no questions on the voting proposals, we'll move on to the voting portion of the meeting. If you have voted your proxy or wish to vote electronically, please cast your vote electronically now. If you've already voted by proxy, you need not vote today, unless you'd like to change your vote. [Voting]

I hereby declare the polls closed.

The inspector of election has counted the votes. I will now report the results of the voting. The nominees for director have received a majority of the votes cast. The say-on-pay proposal has received the affirmative vote of a majority of the votes cast on such proposal. One year has received the affirmative vote of the majority of the votes cast on the frequency of the say-on-pay proposal. And the approval of appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm for the year ended 2021 has received the affirmative vote of a majority of the votes cast on such proposal. Based on these results, the nominees for election to the Board of Directors have been duly elected, the compensation of our named executive officers has been approved, 1 year has been approved as the frequency of the shareholder vote on the compensation of our named executive officers and the appointment of PricewaterhouseCoopers as our public -- as our independent registered public accounting firm has been approved.

That concludes the formal portion of the meeting, and I now declare the 2021 Annual General Meeting of Shareholders of SiriusPoint Ltd. to be adjourned.

This concludes the meeting. You may now disconnect.