Notice of AGM 2025
Hiscox Ltd Notice of 2025 Annual General Meeting
THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION
If you are in any doubt as to what action you should take, you should consult your stockbroker, solicitor, accountant or other independent adviser authorised under the Financial Services and Markets Act 2000 if you are resident in the
If you have sold or otherwise transferred all of your shares of 6.5p each in the capital of
This document contains an explanatory letter from the
The Hiscox 2024 Report and Accounts is now available online at hiscoxgroup.com/investors/report-and-accounts-2024.
If you are a Shareholder of
Aspect House
Spencer Road Lancing
A copy of this Notice can be found at: hiscoxgroup.com
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registered office:
To holders of Ordinary Shares ('Shareholders') and for information only to holders of depositary interests issued by
Dear Shareholder
I am writing on behalf of the Board to provide an explanation of the business to be considered at the forthcoming Annual General Meeting (AGM) of
The formal notice convening this meeting is set out at the end of this letter.
Location, attendance and voting
The AGM will be held at Chesney House,
at
the video link so should cast their votes in advance
- see pages 6 to 7 for further details.
To the extent that we need to make changes to the arrangements described above, we will announce by regulatory informational announcement any changes as early as is possible before the date of the meeting. Shareholders should monitor the Company's website for any updates in relation to the AGM.
The Board recognises the opportunity that the AGM provides for shareholders to ask questions that they have relating to the Company. Therefore, the Board encourages shareholders to send their questions by email to companysecretary@hiscox.com in advance of the AGM and we will endeavour to respond to your questions before the proxy voting deadline. Responses to questions received will be posted on the Company's website.
Business of the AGM
The following business will be proposed at the AGM. The Board believes that all of the resolutions set out in this Notice are in the best interests of both Hiscox and its shareholders. Resolutions 1 to 21 inclusive will be proposed as ordinary resolutions and Resolutions 22 to 24 inclusive as special resolutions.
Resolution 1
Annual Report and Accounts
The Directors of the Company (the 'Directors') present the Annual Report and Accounts for the year ended
Resolution 2
Approval of the Directors remuneration report 2024
The Directors seek approval of the Directors remuneration report for the year ended
which can be found on pages 126 to 139 of the 2024 Annual Report and Accounts. This vote is advisory and non-binding.
Resolution 3
To increase the maximum fees payable to Directors
The Company's Bye-laws (as adopted in 2015) currently provide that Directors' fees shall not exceed £1,250,000 per annum in aggregate. The effect of this provision is to limit the fees (other than any remuneration or fees for special or extra services) that may be paid to the Non Executive Directors. The fee cap has been set at £1,250,000 since 2014. The salary and remuneration of the Executive Directors is dealt with separately under the Bye-laws.
Although there are no current plans to make any material changes to the fees paid to Non Executive Directors, an external benchmarking exercise will take place in 2025 (given the Company has not increased Non Executive Director fees since 2020, save for the Chair fee which was increased in
In light of the fact that the fee cap was last reviewed more than ten years ago, the proposed benchmarking exercise and the Board succession plans, the Board considers it desirable to increase the fee limit contained in the Bye-laws to £1,750,000 per annum in aggregate. In accordance with the terms of Bye-law 67, Resolution 3 is proposed as an ordinary resolution.
Resolution 4
Approval of the final dividend for the year ended
The Directors seek approval for a final dividend of
Resolutions 5 and 6
Approval of the 2025 Scrip Dividend Scheme and capitalising related sums
The current authority from Shareholders to offer a Scrip Dividend alternative expires at the forthcoming AGM. The Directors are proposing that the Company continues to offer an optional Scrip Dividend alternative. This allows Shareholders and Depositary Interest Holders to elect to receive new Ordinary Shares (credited as fully paid) or new Depositary Interests in the capital of the Company instead of future cash dividends. This has potential benefits to Shareholders and Depositary Interest Holders who opt into
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the Scrip Dividend (to increase their holding without incurring dealing costs or stamp duty) and provides the Directors with flexibility in the management of the Company's capital resources.
Subject to the approval of Shareholders, and in line with institutional investor guidelines, the Scrip Dividend alternative will run for three years ending at the conclusion of the AGM in 2028 and during that period will be offered at the discretion of the Directors. Shareholders and Depositary Interest Holders who elect to take new Ordinary Shares or new Depositary Interests in the Company under the Scrip Dividend alternative will increase their holding or interest in the Company in a simple manner without incurring any dealing costs. The number of new Ordinary Shares and new Depositary Interests that Shareholders and Depositary Interest Holders will receive for each dividend will depend on the amount of the cash dividend, the number of Ordinary Shares or Depositary Interests (as the case may be) held, the Scrip reference share price to be used in calculating Shareholders' and Depositary Interest Holders' entitlements and, for Shareholders only, any residual cash balance brought forward from the last Scrip Dividend. A separate circular, including the full terms and conditions of the Company's new Scrip Dividend scheme,
is enclosed with this Notice.
In accordance with the Company's Bye-laws, approval is also sought to capitalise sums standing to the credit of the reserves of the Company. This would enable the Directors to apply such sums in paying up in full the nominal amounts of new Ordinary Shares and new Depositary Interests allotted to Shareholders and Depositary Interest Holders pursuant to elections under the Scrip Dividend alternative.
Resolutions 7 to 18
Appointment and re-appointment of Directors
The Bye-laws require that a Director shall retire from office if he/she has been appointed by the Board since the previous AGM or it is the third AGM following that at which he/she was last re-appointed. However, in accordance with the 2024 Corporate Governance Code (Governance Code)
all the Directors will, being eligible, offer themselves for appointment or re-appointment at the AGM, as applicable.
As announced on
As such, each of Jane, Lynne and June are standing for election for the first time and all of the remaining Directors (excluding Lynn and Anne) are standing for re-election at the AGM.
Our Interim Chair,
skills and experience, and in particular his leadership during this period of transition following the sudden death of our former Chair,
Biographical details of each Director and the reasons why their contribution is, and continues to be, important to the Company's long-term sustainable success can be found on pages 8 to 10 of this Notice. The Chair and the Board have considered the individual skills, experience and attributes of each Director. The Board considers that the composition of the Board is well balanced and therefore recommends the appointment or re-appointment of each Director at the AGM. Following a formal performance evaluation, the Chair has confirmed in respect of all Directors offering themselves
for appointment or re-appointment at the AGM that their performance continues to be effective and to demonstrate commitment and independence to the role.
Resolution 19 and 20
Approval of the Auditors' re-appointment and setting of their remuneration
Having assessed their independence, performance and effectiveness and evaluating their work throughout the year, the Board proposes that
Resolution 21
To authorise the allotment of relevant securities
Authority was granted to the Directors at the AGM held on
The Directors consider it appropriate to renew this authority at the forthcoming AGM to maintain the flexibility this authority provides. The proposed new authority will allow the Directors to allot relevant securities equal to an amount of up to
one third of the Company's existing ordinary issued share capital plus, in the case of a fully pre-emptive Rights Issue only, a further amount of up to an additional one third of the Company's existing issued ordinary share capital
(in each case excluding any shares held in treasury).
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To holders of Ordinary Shares ('Shareholders') and for information only to holders of depositary interests issued by
This authority is within the guidelines of the Share Capital Management Guidelines issued by the
The proposed new authority will expire at the conclusion of the 2026 AGM of the Company or, if earlier, on
The nominal amount of securities to which the new authority will relate represents approximately one-third (£7,365,742), or up to two-thirds (£14,731,484) in the case of a fully pre-emptive Rights Issue only, of the Company's issued ordinary share capital (excluding shares held in treasury) as at
Resolutions 22 and 23
To dis-apply pre-emption rights
Resolution 22 is proposed as a special resolution in accordance with Bye-law 7(a) of the Company's Bye-laws to authorise the Directors to allot equity securities for cash or to sell treasury shares without first being required to offer such shares to existing Shareholders. This authority will expire at the conclusion of the next AGM or, if earlier, on
The authorities set out in Resolutions 22 and 23 are within institutional shareholder guidance and in particular the
Having considered the Pre-Emption Principles, the Directors consider it appropriate to seek a disapplication authority over 10% of the Company's issued share capital for
use on an unrestricted basis as well as a further 10% for use in connection with an acquisition or specified capital investment.
Resolution 22 therefore authorises the Directors, pursuant to the authority given by Resolution 21 (the authority to allot resolution) to allot:
- equity securities for cash and to sell treasury shares up to a nominal amount representing two-thirds of the Company's issued share capital as at
6 March 2025 on an offer to existing Shareholders in connection with a
Rights Issue, subject to any exclusions or such other arrangements as the Director may consider appropriate to resolve legal or practical problems which, for example, might arise with overseas Shareholders; and
- equity securities for cash and to sell treasury shares up to a nominal amount representing not more than 10% of the nominal value of the issued share capital of the Company as at
6 March 2025 otherwise than in connection with a pre-emptive offer to existing Shareholders.
In addition, Resolution 23 authorises the Directors to allot new shares for cash and to sell treasury shares up to a nominal amount representing not more than 10% of the nominal value of the issued share capital of the Company as at
The Directors confirm that they intend to follow the shareholder protections contained in Part 2B of the Pre-Emption Principles in connection with any non-pre-emptive offering.
The Directors have no present intention of using the authorities set out in Resolutions 21, 22 or 23, however, they consider that it is in the best interests of the Company and its Shareholders generally that the Company have the authorities available so that the Board has the flexibility to issue securities at short notice, and without the need for a general meeting, should the Board determine that it is appropriate to do so, for example to finance business opportunities quickly and efficiently when they arise. The equivalent authorities granted in 2024 were not used.
Resolution 24
To authorise the Company to purchase its own Ordinary Shares
Resolution 24 is proposed as a special resolution in accordance with Bye-law 9(a) of the Company's Bye-laws to give the Company a general authority to make market purchases of its own shares. The maximum number of shares that the Company may purchase under this authority will be 33,995,732 Ordinary Shares representing approximately 10% of the nominal amount of the issued ordinary capital of the Company (excluding shares held in treasury) on
The resolution also sets out the maximum and minimum price which the Company may pay for those shares. Any shares purchased under this authority may be cancelled or held in treasury. It is the Directors' current intention to cancel any shares purchased.
The total number of shares over which an option under an employee share scheme exists as at
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ordinary share capital (excluding shares held in treasury) at that date.
This authority will expire at the conclusion of the next AGM of the Company or, if earlier, on
Recommendation
The Board believes that the proposed resolutions as set out in the Notice of AGM are in the best interests of the Company and the Shareholders as a whole and the Board recommends that the Shareholders vote in favour of the resolutions. Each Director who holds shares in the Company intends to vote in favour of the resolutions.
ACTION TO BE TAKEN
Shareholders
A Form of Proxy for use by Shareholders at the AGM or at any adjournment thereof is enclosed. Shareholders are strongly advised to complete, sign and retuthe Form of Proxy to
as soon as possible and in any event so as to be received no later than
Depositary Interests Holders
Any Depositary Interests Holder wishing to instruct
of representation by no later than
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Hiscox Ltd Notice of 2024 Annual General Meeting
Notice is hereby given that the Annual General Meeting (AGM) of
The business to be considered at the meeting is as follows.
Ordinary resolutions:
- To receive the Annual Report and Accounts of the Company for the year ended
31 December 2024 together with the Directors' and auditor's reports therein. - To approve the Directors remuneration report as set out on pages 126 to 139 of the Report and Accounts of the Company for the year ended
31 December 2024 . - To increase the maximum fees that may be paid to Directors under Bye-law 67 of the Company's Bye-laws from £1,250,000 to £1,750,000 per annum in aggregate.
- That the final dividend of 29.9¢ per Ordinary Share for the year ended
31 December 2024 be approved payable on
9 June 2025 to holders of Ordinary Shares on the register of members on25 April 2025 . - To authorise the Directors, in accordance with and for the purpose of Bye-law 116 of the Company's Bye-laws, to offer the holders of Ordinary Shares of, and Depositary Interests in, the Company, to the extent and in the manner determined by the Directors, the right to elect to receive new Ordinary Shares (credited as fully paid) or new Depositary Interests instead of cash, in respect of all (or some part to be determined by the Directors) of any dividend (unless the offer is to a Depositary Interest Holder acting on behalf of more than one beneficial holder (that is through a nominee depositary interest holding held
in CREST) and therefore requiring the option to elect in respect of a lesser number of Depositary Interests) which are declared or paid in respect of any financial period of the Company commencing on or after1 January 2025 in the period starting on the date of this resolution and ending at the conclusion of the annual general meeting of the Company to be held in 2028 and the Directors shall be permitted to do all acts and things permitted to be done in Bye-law 116 in connection herewith and for the avoidance of doubt the value of the new Ordinary Shares or new Depositary Interests shall be calculated in such a manner and by reference to such period as the Directors may from time to time determine. - Subject to the passing of Resolution 5, to authorise the Directors, in accordance with the Company's Bye-laws, to capitalise the appropriate nominal amounts of new Ordinary Shares and new Depositary Interests in the Company allotted under the scrip dividend alternative out of the sums standing to the credit of any reserve or account of the Company as the Directors may determine for allotment and distribution to and amongst the holders of Ordinary Shares and Depositary Interests on the basis determined in respect of such scrip dividend alternative.
- To appoint
Lynne Biggar as a Director - To appoint
June Yee Felix as a Director - To appoint
Jane Guyett as a Director - To re-appoint
Beth Boucher as a Director - To re-appoint
Paul Cooper as a Director - To re-appoint
Donna DeMaio as a Director - To re-appoint
Michael Goodwin as a Director - To re-appoint
Thomas Huerlimann as a Director
- To re-appoint Hamayou Akbar Hussain as a Director
- To re-appoint
Colin Keogh as a Director - To re-appoint
Constantinos Miranthis as a Director - To re-appoint
Joanne Musselle as a Director - To re-appoint
PricewaterhouseCoopers LLP as auditors of the Company, to hold office from the conclusion of this meeting until the next general meeting at which accounts are laid before the Company. - To authorise the Audit Committee to set the auditors' remuneration.
- That:
-
- in accordance with Bye-law 5 of the Company's Bye-laws:
-
- the Directors be authorised to allot
Relevant Securities up to an aggregate nominal amount of £7,365,742 and further; - the Directors be authorised to allot
Relevant Securities up to an additional aggregate nominal amount of £7,365,742 in connection with a Rights Issue;
- the Directors be authorised to allot
- this authority shall expire at the conclusion of the next annual general meeting of the Company after the passing of this resolution or, if earlier, on
1 July 2026 , provided that the Company may, before this authority expires, make an offer or agreement which would or might requireRelevant Securities to be allotted after it expires and the Directors may allot shares or grant rights in pursuance of such offer or agreement as if it had not expired; and - all previous unutilised authorities under Bye-law 5 of the Company's Bye-laws shall cease to have effect (save to the extent that the same are exercisable pursuant to Bye-law 5(h) by reason of any offer or agreement made prior to the date of this resolution, which would or might require
Relevant Securities to be allotted on or after that date).
For the purposes of this Resolution 21:
- 'Relevant Securities' has the meaning given to it in Bye-law 5(c) of the Company's Bye-laws; and
- 'Rights Issue' means an offer or issue of
Equity Securities (as defined in Bye-law 6(g) of the Company's Bye-laws) in connection with an offer or issue to or in favour of holders on the Register of Members on a date fixed by the Directors where theEquity Securities respectively attributable to the interests of all those holders are proportionate (as nearly as practicable) to the respective numbers of shares held by them on that date but the Directors may make such exclusions or other arrangements as they consider expedient in relation to treasury shares, fractional entitlements, legal or practical problems under the laws of, or the requirements of any relevant regulatory body or stock exchange in, any territory or any matter whatsoever.
Special resolutions:
22. That:
- subject to the passing of Resolution 21 above,
in accordance with Bye-law 7(a) of the Company's Bye-laws the Directors be given power to allot for cashEquity Securities (as defined in Bye-law 6(g)(i) of the Company's Bye-laws) pursuant to the general
5
authority conferred on them by the resolution passed under Bye-law 5 (Resolution 21 above) as if Bye-law
6 of those Bye-laws did not apply to the allotment but this power shall be limited:
-
- to the allotment of
Equity Securities in connection with an offer or issue (but in the case of the authority granted under Resolution 21 (a)(ii) by way of a Rights Issue only) to or in favour of holders on the Register of Members on a date fixed by the Directors where theEquity Securities respectively attributable to the interests of all those holders are proportionate (as nearly as practicable) to the respective numbers of shares held by them on that date but the Directors may make such exclusions or other arrangements as they consider expedient in relation to treasury shares, fractional entitlements, legal or practical problems under the laws of, or the requirements of any relevant regulatory body or stock exchange in, any territory or any matter whatsoever; and - to the allotment (other than under (i) above) of
Equity Securities having a nominal amount not exceeding in aggregate £2,209,722;
- to the allotment of
- such authority shall expire at the conclusion of the next annual general meeting of the Company after the passing of this resolution or, if earlier, on
1 July 2026 , but not after the expiry of the authority conferred
on the Directors by Bye-law 5 of the Company's Bye-laws; and - the Company may, before this power expires, make an offer or agreement which would or might require
Equity Securities to be allotted after it expires and the Directors may allotEquity Securities or grant rights in pursuance of such offer or agreement as if it had not expired.
23. That subject to the passing of Resolution 21 above and in addition to any authority granted under Resolution 22, in accordance with Bye-law 7(a) of the Company's Bye-laws the Directors be given power to allot for cash
- limited to the allotment of
Equity Securities or sale of Treasury Shares up to a nominal amount of £2,209,722; - used only for the purposes of financing (or refinancing, if the authority is to be used within twelve months after the original transaction) a transaction which the Board of the Company determines to be an acquisition or rather capital investment of a kind contemplated by the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the
Pre-Emption Group prior to the date of this notice; - such authority to expire at the conclusion of the next annual general meeting of the Company, or if earlier on
1 July 2026 but not after the expiry of the authority conferred on the Directors by Bye-law 5 of the Company's Bye-laws; and - the Company may before this power expires make an offer or enter into agreements, which would, or might,
require
24. That in accordance with Bye-law 9(a) of the Company's Bye-laws, the Company is generally and unconditionally authorised to make market purchases of its Ordinary Shares on such terms and in such manner as the Directors may determine provided that:
- the maximum number of Ordinary Shares that may be purchased under this authority is 33,995,732;
- the maximum price which may be paid for any Ordinary Share purchased under this authority (exclusive of expenses payable by the Company in connection with the purchase) shall not be more than the higher of an amount equal to 105% of the average of the middle market of the prices shown in the quotations for the Ordinary Shares on the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which that Ordinary Share is purchased; and amount equal to the higher of the price of the last independent trade of an Ordinary Share and the highest current independent bid for an Ordinary Share on the trading venue where the purchase is carried out. The minimum price which may be paid shall be the nominal value of that Ordinary Share (exclusive of expenses payable by the Company in connection with the purchase);
- this authority shall expire at the conclusion of
the next annual general meeting of the Company after the passing of this resolution, or, if earlier, on1 July 2026 , unless renewed before that time; - the Company may make a contract or contracts to purchase Ordinary Shares under this authority before its expiry which will or may be executed wholly or partly after the expiry of this authority and may make a purchase of shares in pursuance of any such contract or contracts; and
- all existing authorities for the Company to make market purchases of shares are revoked, except in relation to the purchase of shares under a contract or contracts concluded before the date of this resolution and which has or have not yet been executed.
By order of the Board
Notes
1. Every Shareholder has the right to appoint some other person(s), who need not be a Shareholder, as his/her proxy to attend, speak and vote on their behalf at the .
A Shareholder may appoint more than one proxy in relation to the provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that Shareholder. In order to be valid, any appointment of proxy (and the power of attorney or other authority, if any, under which it is signed or a notarially certified or office copy of such power or authority) must be undertaken in accordance with these notes and the notes set out on the accompanying Form of Proxy and returned in hard copy form by post to the
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Hiscox Ltd Notice of 2024 Annual General Meeting (continued)
Company's registrars'
48 hours before the time of any adjourned meeting).
- Retuof the Form of Proxy will not preclude a Shareholder from attending the Meeting and voting in person.
- In accordance with Bye-law 41 of the Company's Bye-laws, only those Shareholders entered on the Register of Members of the Company as at
6.30 pm (BST) on 13May 2025 (or in the event that the Meeting is adjourned,2.30 pm (local time) (6.30 pm (BST) ) on the date two days before the date of any adjourned Meeting) as the holder of Ordinary Shares, their validly appointed proxies and validly appointed Depositary Proxies shall be entitled to attend or vote at the Meeting in respect of the number of Ordinary Shares registered in the Shareholder's name (or in the name of the Depositary as the case may be) at that time. Changes to entries on the Register of Shareholders after6.30 pm (BST) on 13May 2025 (or in the event that the Meeting is adjourned,6.30 pm (BST) on the date two days before the date of any adjourned meeting) shall be disregarded in determining the rights of any person to attend or vote at the meeting. - A Depositary Interest Holder who is a CREST member and who wishes to appoint, or to give instruction to, the Depositary through the CREST electronic proxy appointment service may do so by using the procedures described in the CREST Manual. CREST Personal Members or other CREST sponsored members, and those CREST members who have appointed a service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf. In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a CREST Proxy Instruction) must be properly authenticated in accordance with
Euroclear UK & Ireland Limited's specifications, and must contain the information required for such instruction, as described in the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or is an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the issuer's agent (ID RA19) by12.30 pm (local time) (4.30 pm (BST) ) on 12May 2025 (or, if the meeting is adjourned, 72 hours before the time fixed for the adjourned meeting). For this purpose, the time of receipt will be taken to be the time (as determined by the time stamp applied to the message by the CREST Application Host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means. CREST members and, where applicable, their CREST sponsors, or voting service providers should note thatEuroclear UK & Ireland Limited does not make available special procedures in CREST for any particular message. Normal system timings and limitations will, therefore, apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member, or sponsored member, or has appointed a voting service provider, to procure that his/her CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting system providers are referred, in particular,
to those sections of the CREST Manual concerning practical limitations of the CREST system and timings. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
- As at6
March 2025 (being the last practicable business day prior to the publication of this Notice) the Company's issued share capital is 347,480,514 Ordinary Shares carrying one vote each of which 7,523,190 are held in treasury. Therefore the total exercisable voting rights in the Company as at 6March 2025 is 339,957,324. - Copies of the following documents are available for inspection by Shareholders at the Company's registered office during normal business hours and will be available at the place of the Meeting from
12.15 pm (local time) until its conclusion: (i) copies of the letters of appointment for Non Executive Directors; (ii) the existing Bye-laws; and (iii) the draft rules of the 2025 Scrip Dividend Scheme. The draft rules of the Scrip Dividend Scheme will also be available for inspection on theFinancial Conduct Authority's National Storage Mechanism from the date of this notice. - If your address information is incorrect, please telephone the registrar's helpline on +44 (0)333 207 5965* to request a change of address form, or obtain a form
at www.shareview.co.uk. - Depositary Interests Holders who do not lodge their voting instructions via CREST Electronic Proxy Appointment Service may submit a Form of Direction and the power of attorney or other authority (if any) under which it is signed, or a notarially or otherwise certified copy of such power or authority, to
Equiniti Limited , Aspect House,Spencer Road , Lancing,West Sussex BN99 6DA,United Kingdom not later than 72 hours before the time appointed for holding the meeting.
*Lines open8.30 am-5.30 pm (BST) Mon-Fri , except for bank holidays inEngland andWales . Please ensure the country code is used if calling from outside theUK .
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Directors' biographies
Member of the Audit Committee |
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Member of the Nominations and |
Chair of Committee is highlighted in solid. |
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Governance Committee |
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Member of the Remuneration Committee |
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Member of the Risk Committee |
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Member of the Investment Committee |
Non Executive Interim Chair (Aged 71)
Appointed to the Board:
Appointed Interim Chair:
Relevant skills, experience and contribution
- Valuable financial services experience.
- Significant knowledge of how to run an international financial business.
Colin has spent his career in financial services, principally at
External board appointments
Committees
Group Chief Executive Officer (Aged 52)
Appointed to the Board:
Relevant skills, experience and contribution
SConsiderable experience of providing strategic, financial and commercial management and in-depth knowledge of the regulatory and compliance environment.
SSignificant experience of driving business change.
Aki joined Hiscox in 2016 as Group Chief Financial Officer and became Group Chief Executive Officer in 2022. Aki also sits on the board of a number of Hiscox subsidiary companies. Aki has over 30 years of leadership experience, across financial services, telecoms and media, including as Chief Financial Officer of Prudential's
External board appointments
Committees
Group Chief Financial Officer (Aged 52)
Appointed to the Board:
Relevant skills, experience and contribution
SConsiderable experience of financial and commercial management within a complex regulatory and compliance environment.
SQualified Chartered Accountant, with significant experience of both the retail and Lloyd's insurance markets.
Paul joined Hiscox in 2022 as Group Chief Financial Officer. With over 30 years of financial services experience, Paul has held a number of senior roles, including
External board appointments
None.
Committees
Independent Non Executive Director (Aged 68)
Appointed to the Board:
Relevant skills, experience and contribution
SStrong background in the US financial services sector. SSignificant knowledge of providing commercial solutions
for small businesses, particularly in the
Lynn worked in the US banking industry for nearly four decades, most recently as President of
Lynn is Chair of the Risk Committee and also serves on the
External board appointments
Committees
Group Chief Underwriting Officer (Aged 54)
Appointed to the Board:
Relevant skills, experience and contribution
SConsiderable underwriting expertise, including experience of managing underwriting portfolios in our key markets.
SSignificant knowledge of Hiscox, particularly Hiscox Retail, having worked for the Group for over 20 years.
Joanne joined Hiscox in 2002 and has held a number of roles across the Group, including Head of
External board appointments
Committees
Independent Non Executive Director (Aged 62)
Appointed to the Board:
Relevant skills, experience and contribution
- Extensive experience in developing and advancing well-known, multi-market brands.
- Deep global marketing expertise, including within financial services.
Lynne has over 25 years of experience in advancing global brands across a range of sectors. Lynne has held a range of senior global marketing and operational roles, including at
External board appointments
Committees
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Directors' biographies (continued)
Member of the Audit Committee |
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Member of the Nominations and |
Chair of Committee is highlighted in solid. |
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Governance Committee |
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Member of the Remuneration Committee |
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Member of the Risk Committee |
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Member of the Investment Committee |
Independent Non Executive Director (Aged 59)
Appointed to the Board:
Relevant skills, experience and contribution
- Considerable technology experience within global operations.SExtensive experience in leading global M&A and
transformation programmes.
Beth is currently a partner and fractional CIO at
External board appointments
Committees
Independent Non Executive Director (Aged 68)
Appointed to the Board:
Relevant skills, experience and contribution SConsiderable experience in running, advising and
transforming technology intensive businesses.
SDeep expertise in leading complex global fintech operations that serve both businesses and consumers.
June has over 30 years of experience growing, advising and transforming technology intensive businesses globally, particularly in financial services, having worked across
External board appointments
Committees
Independent Non Executive Director (Aged 66)
Appointed to the Board:
Relevant skills, experience and contribution
- Extensive financial services experience, particularly in the
USA .
- Proven expertise in overseeing global auditing and operational activities.
Donna has over 35 years' financial services experience, gained across banking and insurance. She was AIG's General Insurance Global Chief Operating Officer and also served as their Global Chief Auditor. Donna was Chief Executive and Chair of the Board at
External board appointments
Committees
Independent Non Executive Director (Aged 66)
Appointed to the Board:
Relevant skills, experience and contribution
SSignificant knowledge of the global insurance market. SDeep understanding of risk management as a
trained actuary.
Michael has over 25 years' experience in the insurance industry, having worked in
External board appointments
Committees
Independent Non Executive Director (Aged 64)
Appointed to the Board:
Relevant skills, experience and contribution SStrong financial services experience across
multiple markets.
SConsiderable expertise in effective global operational capabilities.
Jane has held a range of roles across both the public and private sectors and worked in the global banking sector for over two decades, most recently at
External board appointments
Committees
Independent Non Executive Director (Aged 61)
Appointed to the Board:
Relevant skills, experience and contribution
SConsiderable experience of leading a global business. SExtensive knowledge of the European insurance market.
Thomas has over 30 years' experience in banking, reinsurance and insurance. He was Chief Executive Officer Global Corporate at
External board appointments
Committees
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Hiscox Ltd Notice of 2025 Annual General Meeting
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