SiriusPoint Ltd. (SPNT) Earnings Call Transcript & Summary

Hello, and welcome to the Annual General Meeting of Shareholders of SiriusPoint Ltd. Please note, today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Sharon Ludlow, Interim Chair of the Board of SiriusPoint LTD. Ms. Ludlow, the floor is yours.

Very good. Thank you, operator. Good morning, ladies and gentlemen. Will the meeting please come to order. I want to welcome all of you to the SiriusPoint Limited Annual General Meeting of Shareholders. I'm Sharon Ludlow, Interim Chair of the Board and Chair of the Audit Committee, and I will be Chair of this meeting. The following members of the Board of Directors are also here today. Mehdi Mahmud, Chair of the Governance and Nominating Committee; Gretchen Hayes, Chair of the Compensation Committee; Franklin Tad Montross IV, Chair of the Risk and Capital Management Committee; Rafe de la Gueronniere, Chair of the Investment Committee; Josh Targoff, Director; Jason Robert, Director; and Peter Tan, Director. The following individuals are also present from management. David Junius, Chief Financial Officer; Vievette Henry, Chief People Officer; Prashanth Gangu, Chief Operating Officer and President, Insurance and Services; Rachel Dugan, Chief Legal Officer; Lisa Tanzi, Deputy General Counsel and Corporate Secretary, who will act as Secretary of this meeting; and finally, Stephen Plefka of Computershare, who 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 have access to the agenda and a list of the rules of conduct for the Annual General Meeting located in the documents tab of the virtual meeting site. To conduct an orderly meeting, we ask the 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. Secretary?

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 14, 2022. 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 1, 2022, are entitled to vote at the annual meeting.

Thank you. 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. Secretary, would you please report?

Yes. The shareholders' list shows that there were 173,662,539 eligible votes, consisting of holders of 161,941,552 common shares and 11,720,987 Series A preference shares of the company entitled to vote at this meeting. There are represented, in person or by proxy, approximately 55% of all of the shares entitled to vote at this meeting.

Thank you. because shareholders entitled to cast a majority of all of the votes entitled to be cast at this meeting are present in person or by proxy, I declare a quorum to be present in 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. I will now ask Lisa as our Secretary, to present the matters to be voted upon.

The first proposal before the shareholders is the election of 2 Class III directors to serve until 2025. The Board of Directors of SiriusPoint Limited has nominated and recommends that shareholders vote for the election of Rafe de la Gueronniere and Sharon M. Ludlow as Class III directors of the company. Mr. Sid Sankaran resigned from the company as Chief Executive Officer and Chairman of the Board, effective as of May 16, 2022. Accordingly, he will not stand for reelection to the Board. As a result, Mr. Sankaran's name has been withdrawn from nomination for reelection to the Board. The Board has determined that no other nominee for election would be named in place with Mr. Sankaran. 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 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 of the appointment of PricewaterhouseCoopers LLP to serve as the company's independent registered certified public accounting firm for the year ending December 31, 2022, and to authorize our Board of Directors acting by the Audit Committee to determine PricewaterhouseCoopers' remuneration. The Board of Directors of SiriusPoint Ltd. recommends that the shareholders vote for the appointment of PricewaterhouseCoopers and its remuneration. Please submit any questions you might have on the proposals on the virtual meeting site. We see that there are no questions, so we will proceed to voting on the proposal.

If you have not voted your proxy or wish to vote electronically, please cast your vote electronically now. If you have already voted by proxy, you need not vote today, unless you would like to change your vote. [Voting]

We now have all the proxies. And since all of those desiring to vote by proxy have done so, I hereby declare the polls closed. The Inspector of Election has counted the votes. Will the secretary please report the results of the voting.

The nominees for director have received a plurality of the votes cast. The compensation of our named executive officers has received the affirmative vote of a majority of the votes cast on such proposal and the remuneration and approval of the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the year ended 2022 has received the affirmative vote of a majority of the votes cast on such proposal.

Thank you. Based on these results, the nominees for election to the Board of Directors have been duly elected. The say-on-pay proposal has been approved and the appointment and remuneration of PricewaterhouseCoopers LLP as our independent registered public accounting firm has also been approved. That concludes the formal portion of the meeting, and I now declare the 2022 Annual General Meeting of Shareholders of Ltd to be adjourned. Thank you for attending today's meeting.

This concludes the meeting. You may now disconnect.