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. During the meeting, questions or comments regarding any of the matters to be voted on can be submitted by clicking on the Q&A tab. It is now my pleasure to turn today's meeting over to Sharon Ludlow, Interim Chief of the Board of SiriusPoint Ltd. Ms. Ludlow, the floor is yours.

Thank you, operator, and good morning, ladies and gentlemen. I'd like to now call the meeting to order. I'd like to welcome all to the SiriusPoint Ltd Annual General Meeting of Shareholders. My name is Sharon Ludlow, Interim Chair of the Board and Chair of the Audit Committee, and I will act as Chair of this meeting. The following members of the Board of Directors are also present today. Mehdi Mahmud, Chair of the Governance and Nominating Committee; Jason Robart, 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; Dan Loeb, Director; [indiscernible] Director; Peter Tan, Director; and Gretchen Hayes, Director. The following individuals are also present from management. Scott Egan, Chief Executive Officer; SteveYendall, Chief Financial Officer; Jimmy Yang, Interim General Counsel & Corporate Secretary, who will act as Secretary of this meeting; and Harold Murphy 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 Tom Kim of PricewaterhouseCoopersLLP, 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 to the Annual General Meeting located in the documents tab of the virtual meeting site. To conduct an orderly meeting, we ask that participants abide by these rules. Should you desire to ask a question regarding the proposals, please submit your question in writing via the Q&A tab at the top of the virtual meeting site. Thank you for your cooperation with these rules. We will now move on to quorum and proof of notice of the meeting. Secretary, could you report, please?

Yes. Thank you, Sharon. 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 21, 2023. 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 10, 2023, are entitled to vote at the Annual General 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 174,100,165 eligible votes consisting of holders of 162,379,178 common shares and 11,720,987 Series A preference shares of the company entitled to vote at this meeting. They are represented in person or by proxy approximately 94.8% of all the shares entitled to vote at this meeting.

Thank you, Secretary. Because shareholders entitled to cast a 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 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 Jimmy as our Secretary to present the matters to be voted on.

The first proposal before the shareholders is the election of 2 Class I directors to serve until 2026. The Board of Directors of SiriusPoint Ltd has nominated and recommends that shareholders will vote for Franklin(Tad)Montross IV and Peter Tan as Class 1 directors of the company. The second proposal before the shareholders is the approval of 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 2023 Omnibus Plan. The Board of Directors of SiriusPoint Ltd recommends that shareholders vote for the approval of the 2023 Omnibus plan. The fourth proposal before the shareholders is the approval of the appointment of PricewaterhouseCoopersLLP to serve as the company's independent registered certified public accounting firm for the year ending December 31, 2023, 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. Please submit any questions you might have on the proposals in the virtual meeting site. We'll pause for a few moments. We see that there are no questions, so we'll proceed to the voting portion on the proposals.

Thank you, Secretary. 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. We'll pause for voting. [Voting]

Sharon, the polls have closed.

Very good. Thank you. 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 nominees for directors. I'm sorry, go ahead, Sharon, please.

The Inspector of Election has counted the votes. Would the Secretary please report the results of the voting?

Yes. The nominees for director have received a plurality of the votes cast. The Say-on-Pay proposal has received an affirmative vote of a majority of the votes cast on such proposal. The 2023 Omnibus plan proposal has received an affirmative vote of the majority of the votes cast on such proposal. The remuneration and the approval of the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the year ended 2023 has received the affirmative vote of the 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, the 2023 Omnibus plan proposal has been approved, and the appointment and remuneration of PricewaterhouseCoopers LLP as our independent registered public accounting firm has been approved. That concludes the formal portion of the meeting, and I now declare the 2023 Annual General Meeting of Shareholders of SiriusPoint Ltd to be adjourned. Thank you for attending today's meeting.

This concludes the meeting. You may now disconnect.