Invitation to AGM
Invitation to the Annual General Meeting
of
Place: Hallenstadion, Wallisellenstrasse 45, CH-8050 Zurich
Doors open:
Start:
Translation of the German original
Agenda
1. Reporting for the financial year 2022
1.1 Approval of the Management Report, the Annual Financial Statements and the Consolidated Financial Statements 2022
Proposal
The Board of Directors (Board) proposes to approve the Management Report, the Annual Financial Statements and the Consolidated Financial Statements of
Explanation
The Board submits the management report and the annual and consolidated financial statements for each financial year to the general meeting of shareholders (General Meeting) for approval. The Management Report consists of the information on the business, organization and strategy of
The auditors Ernst & Young Ltd, Zurich (EY), recommend to the General Meeting in their audit reports, included in the Annual Report, that Zurich's Annual and Consolidated Financial Statements 2022 be approved.
1.2 Advisory vote on the Remuneration Report 2022
Proposal
The Board proposes to approve the Remuneration Report of
3
Explanation
The Board submits the remuneration report for each financial year to the General Meeting for an advisory vote. The Remuneration Report of Zurich (Remuneration Report), included in the Annual Report, explains the remuneration structure and governance as well as the remuneration paid to the members of the Board and the Executive Committee in the reporting year.
EY has audited the legally required parts of the Remuneration Report and confirmed in its audit report, included in the Annual Report, that the Remuneration Report complies with the law and art. 14-16 of the Ordinance against Excessive Compen sation in Stock Exchange Listed Companies.
2. Appropriation of the available earnings
Proposal
The Board proposes to appropriate the available earnings as follows:
Available earnings, as of |
CHF |
12,145,586,513 |
Dividend of |
||
of |
CHF |
- 3,611,044,008 � |
Balance carried forward |
CHF |
8,534,542,505 � |
If the Board's proposal is approved, the dividend, less 35 percent Swiss withholding tax, will be paid as from
to receive the dividend is
1 These figures are based on the share capital issued as at
on the number of shares issued as at
4
Explanation
The available earnings originate as follows:
As of |
CHF |
11,895,259,161 |
Dividends paid |
CHF |
- 3,031,307,001 |
Net income after taxes |
CHF |
3,290,032,961 |
Allocation to reserve for treasury shares (indirectly held via subsidiaries) |
CHF |
- 8,398,608 |
Available earnings, as of |
CHF |
12,145,586,513 |
The Annual General Meeting (AGM) is responsible for passing resolutions on the appropriation of available earnings and the distribution of a dividend. The proposed dividend corresponds to Zurich's dividend policy (available at: www.zurich.com/en/investor-relations/our-shares/dividends).
EY has audited the proposed appropriation of the available earnings and confirmed in its audit report, included in the Annual Report, that it complies with Swiss law and the Articles of
3. Discharge of the members of the Board and the Executive Committee
Proposal
The Board proposes that discharge be granted to the members of the Board and the Executive Committee for their activities in the financial year 2022.
Explanation
By granting discharge to the members of the Board and the Executive Committee, the approving shareholders declare that they will no longer hold the responsible persons accountable for matters that occurred during the past financial year and were brought to the attention of the General Meeting.
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