Swiss Re shareholders approve all proposals put forward by the Board of Directors

Swiss Re shareholders approve all proposals put forward by the Board of Directors

Swiss Re shareholders approve all proposals put forward by the Board of Directors

The FINANCIAL -- Swiss Re's shareholders approved all proposals put forward by the Board of Directors at its Annual General Meeting held in Zurich on April 21.

This included the increase in regular dividend to CHF 4.25 per share and an additional special dividend of CHF 3.00 per share, as well as a share buy-back. Shareholders also for the first time approved in a binding vote the compensation of the members of the Board of Directors and the Group Executive Committee.

1 612 shareholders participated in this year's Annual General Meeting. Of the total voting shares, 67.6% were represented and the company's annual and consolidated financial statements for 2014 were approved. In addition the shareholders discharged all members of the Board of Directors. Shareholders also accepted the proposed public share buy-back programme of up to CHF 1 billion at any time ahead of the 2016 AGM for future excess capital management measures.

Speaking at the meeting, Swiss Re Chairman Walter B. Kielholz said: "For some time now we have seen a trend of Swiss Re's economic value significantly exceeding its market value. I am convinced that Swiss Re should use this opportunity and invest in its own shares so the company and ultimately the shareholders can benefit from this premium. Additionally, these proposals follow the clear capital management policy we have set out over the past few years: maintaining our regular dividend and growing it in line with long-term earnings as our highest priority, followed by business growth where it meets our profitability targets."

Proposed members of Board of Directors re-elected; Trevor Manuel and Philip K. Ryan elected as new members
The Annual General Meeting re-elected the following members of the Board for a one-year period.

Walter B. Kielholz (simultaneously re-elected as Chairman)
Mathis Cabiallavetta
Raymond K.F. Ch'ien
Renato Fassbind
Mary Francis
Rajna Gibson Brandon
C. Robert Henrikson
Hans Ulrich Maerki
Carlos E. Represas
Jean-Pierre Roth
Susan L. Wagner

In addition, shareholders elected Trevor Manuel and Philip K. Ryan as new members to the Board, as proposed.

As per the Articles of Association, the Annual General Meeting elects the members of the Board's Compensation Committee. The following Directors were re-elected to the Compensation Committee:

Renato Fassbind
C. Robert Henrikson
Hans Ulrich Maerki
Carlos E. Represas

At the constituent meeting of the Board, Renato Fassbind was re-elected as Vice-Chairman and elected as Chairman of the Audit Committee and appointed as lead independent, non-executive director. C. Robert Henrikson was elected as Chairman of the Compensation Committee.

Compensation of the Board of Directors and Group Executive Committee approved

The first binding shareholder vote on compensation as required by the "Ordinance Against Excessive Compensation at Public Corporations" was held at the Annual General Meeting today. Shareholders approved the maximum aggregate amount of compensation for members of the Board of Directors for the next term of office, corresponding to the period between today's AGM and the next AGM in 2016, with 86.74% of the votes cast. In addition, shareholders approved the maximum aggregate amount of fixed and long-term compensation for the members of the Group Executive Committee for the following financial year (2016) with 90,37%. Shareholders also approved the aggregate amount of short-term variable compensation for the members of the Group Executive Committee related to the preceding completed financial year (2014) with 90% of the votes cast.

In a consultative vote, the shareholders approved the 2014 Compensation Report, outlining the company's executive pay structure, with 88.64% of the votes cast.

Shareholders also re-elected PricewaterhouseCoopers Ltd, Zurich, as auditor for another term in office of one year. In addition, Proxy Voting Services GmbH, Zurich was re-elected as Independent Proxy for a one-year term of office until completion of the next Annual General Meeting.