SiriusPoint Ltd. (SPNT) Earnings Call Transcript & Summary
May 20, 2024
Earnings Call Speaker Segments
Operator
operatorHello, and welcome to the 2024 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 Bronek Masojada, Chair of the Board of SiriusPoint Ltd. Mr. Masojada, the floor is yours.
Bronislaw Masojada
executiveThank you very much. Good morning, ladies and gentlemen. Will the meeting please come to order. I want to welcome all of you to the SiriusPoint Ltd Annual General Meeting of Shareholders. I am Bronek Masojada, Chair of the Board, and I will be Chair of this meeting. The following members of the Board of Directors are also here today, Sharon Ludlow, Chair of the Audit Committee; Mehdi Mahmud, Chair of the Governance and Nominating Committee; Jason Robart, Chair of the Compensation Committee; Franklin Montross, Chair of the Risk and Capital Management Committee; Rafe de la Gueronniere, Chair of the Investment Committee; and Peter Tan, Director. The following individuals are also present from management. Scott Egan, a fellow Director and Chief Executive; Steve Yendall, Chief Financial Officer; Karen Caddick, Chief Human Resources Officer; Linda Lin, Chief Legal Officer and Corporate Secretary, who will act as Secretary to the 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 PricewaterhouseCoopers LLP, our independent registered public accounting firm, are also present. Each of you has access to the agenda and the list of rules of conduct to the Annual General Meeting, which are located in the documents tab of the virtual meeting site. To conduct an orderly meeting, we ask that participants to abide by the 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 to quorum and proof of notice of meeting.
Linda Lin
executiveThank you. This meeting was properly called pursuant to the 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 9, 2024. 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 4, 2024, are entitled to vote at the Annual General Meeting.
Bronislaw Masojada
executiveThank 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 positioned to constitute a quorum for the purpose of transacting business. Secretary, do you have a report?
Linda Lin
executiveYes. The shareholders list shows that there are 181,496,680 eligible votes consisting of holders of 169,775,693 common shares and 11,720,987 Series A preference shares of the company entitled to vote at this meeting. They are represented in person and by proxy or by proxy, approximately 96.81% of all of the shares entitled to vote at this meeting.
Bronislaw Masojada
executiveThank you. Because the shareholders entitled to cast the majority of all 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 the purpose 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. Now I will ask Linda Lin, our Secretary to present the matters to be voted upon.
Linda Lin
executiveThe first proposal before the shareholders is the election of 4 Class II directors to serve until 2027. The Board of Directors of the company nominated and recommends that shareholders vote for Bronek Masojada as a Class II director. The Board of Directors of the company has nominated and recommends that the shareholders vote for Daniel S. Loeb as a Class II director. The Board of Directors of the company have nominated and recommends that shareholders vote for Mehdi Mahmud as a Class II director. The Board of Directors of the company have also nominated and recommended that shareholders vote for Jason Robart as Class II director. The second proposal to 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 to serve as the company's independent registered certified public accounting firm for the year ending December 31, 2024, and to authorize our Board of Directors acting via the Audit Committee to determine PwC's 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 from the proposal in the virtual meeting site. We have received a few questions and I read them allowed. The first is, is it accurate to say that CM Bermuda no longer has a designated rep on the Board. What is the latest on their status? And I'll turn this question over to our Chair, Mr. Masojada.
Bronislaw Masojada
executiveThank you, Secretary. It is correct to say that CM Bermuda no longer has a designated rep on the Board as of now. Discussions with them and their receiver and we hope to announce promptly once a new shareholder representative has been appointed.
Linda Lin
executiveThank you. We've also received a second question, which is, the holdings of CM Bermuda are based on a dated filing. Are we confident of the accuracy currently. I'll turn this question over to Mr. Masojada.
Bronislaw Masojada
executiveWe are relying on the accuracy of CM Bermuda's required disclosures of their holdings and their regulatory filings. We have not received information from CM Bermuda that contradicts the information in any way. Thank you.
Linda Lin
executiveI see there are no remaining questions. So we will proceed to voting on the proposal.
Bronislaw Masojada
executiveAnd for voting, if you have not voted your proxy or wish to vote electronically, please cast your vote now. If you have already voted by proxy, you need not vote today unless you would like to change your vote. [Voting]
Bronislaw Masojada
executiveWe now have all the proxies. And since all those desiring to vote by proxy have done so, I hereby declare the polls closed. The inspector of elections has counted the votes. Would the Secretary please report the results of the voting?
Linda Lin
executiveCan the Inspector of Election confirm that the votes have been counted?
Harold Murphy
attendeeConfirmed.
Linda Lin
executiveThank you. The nominee for director have received a plurality of the votes casted. The Say-on-Pay proposal has received the affirmative vote of a majority of the votes casted. The remuneration and approval of the appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm for the year-end 2024 has received the affirmative vote of a majority of the votes casted.
Bronislaw Masojada
executiveBased on these results, the nominees for election to the Board of Directors, Mr. Masojada, Loeb, Mahmud and Robart have each been duly elected as Class II directors. The Say-on-Pay 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. I now declare the 2024 Annual General Meeting of Shareholders of SiriusPoint Ltd to be adjourned. Thank you for attending today's meetings.
Operator
operatorThis concludes the meeting. You may now disconnect.
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