Hello, and welcome to the 2025 Annual General Meeting of Shareholders of SiriusPoint Ltd. Please note that today's meeting is being recorded. During the meeting, questions or comments 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.
Good morning, ladies and gentlemen. Will the meeting please come to order. I want to welcome you all to the SiriusPoint Limited Annual General Meeting of Shareholders. I am Bronek Masojada, Chair of the Board, and I will chair this meeting.
The following members of the Board are also here today: Scott Egan, Director and Chief Executive Officer; Sharon Ludlow, Chair of the Audit Committee; Jason Robart, Chair of the Compensation Committee; Franklin (Tad) Montross IV, Chair of the Risk and Capital Management Meeting, Susan Cross, Chair of the Nom and Governance Committee as well as Daniel Loeb and Peter Tan and Rafe de la Gueronniere.
We're also accompanied by the following members of management: James McKinney, our Chief Financial Officer; Karen Caddick, Chief Human Resources Officer; Linda Lin, Chief Legal Officer and Corporate Secretary, who will act as the Secretary of the meeting; as well as 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. Bill Gordon and Tom Kim of PricewaterhouseCoopers LLP, our independent registered public accounting firm, are also present.
Each of you have access to the agenda and the list of 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 that participants abide by these rules. Thank you for your cooperation.
We will now move on to Quorum and proof of notice of 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 10, 2025. 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 3, 2025, 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, do you have a report?
Yes. The shareholders' list shows that there are 116,030,557 eligible votes, consisting of holders of 116,020,526 common shares and 10,031 Series A preference shares of the company entitled to vote at this meeting. They are represented in person or by proxy, approximately 83.77% of all of the shares entitled to vote at this meeting.
Thank you, Secretary. 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 be duly convened for the 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.
Now I'll ask Linda Lin in, our Secretary, to present the matters to be voted upon. Secretary?
The first proposal before the shareholders is the election of 2 Class III directors to serve until 2028. The Board of Directors of the company has nominated and recommends that shareholders vote for Scott Egan as the Class III Director. The Board of Directors of the company have nominated and recommends that shareholders vote for Sharon Ludlow as a Class III Director.
The second proposal for 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 for 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, 2025, and to authorize our Board of Directors acting by the Audit Committee to determine PwC's remuneration.
The Board of Directors of SiriusPoint Limited recommends that shareholders vote for the appointment of PricewaterhouseCoopers PwC and its remuneration. Please submit any questions you might have on this proposal via the virtual meeting site.
We will now proceed to voting on the proposals.
Thank you, Secretary. If you have not voted your proxy or wish to vote electronically, please cast your votes 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 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 gloss cast. The Say-on-Pay proposal has received the affirmative vote of a majority of the votes cast on such proposal. The remuneration and approval of the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the year ending 2025, 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 Mr. Egan and Ms. Ludlow have each duly been elected as Class III Directors. The Say-on-Pay proposal has been approved. And the appointment and remuneration of PricewaterhouseCoopers at LLP as our independent registered public accounting has been improved.
That concludes the formal portion of the meeting. I now declare the 2025 Annual General Meeting of Shareholders of SiriusPoint to be adjourned. Thank you for attending today's meeting.
This concludes the meeting. You may now disconnect.
Thank you.
