Board Committees

As determined by applicable law and the Articles of Association, the Board of Directors has inalienable and non-transferable responsibilities and authorities. The Board of Directors has established the following Board committees, which support the Board in fulfilling its duties:

Chairman's and Governance Committee

The Chairman's and Governance Committee's primary function is to act as counsellor to the Chairman and to address corporate governance issues affecting the Group and impacting the legal and organisational structure. It is in charge of succession planning at the Board of Directors level and oversees the annual performance assessment and self-assessment at both the Board of Directors and Group Executive Committee level. It monitors the Group's Corporate Citizenship and Corporate Responsibility principles, including Corporate Sustainability risk. 

Members:

  • Walter B. Kielholz, Chair
  • Renato Fassbind
  • Philip K. Ryan
  • Jacques de Vaucleroy
  • Susan L. Wagner

Audit Committee

The central task of the Audit Committee is to assist the Board of Directors in fulfilling its oversight responsibilities as they relate to the integrity of Swiss Re's and the Group's financial statements, the Swiss Re Group's compliance with legal and regulatory requirements, the external auditor's qualifications and independence, and the performance of Group Internal Audit ("GIA") and the Group's external auditor. The Audit Committee independently and objectively monitors Swiss Re's and the Group's financial reporting process and system of internal control. It also facilitates ongoing communication between the external auditor, the Group Executive Committee, the Business Units, GIA and the Board with regard to the Swiss Re Group's financial situation. 

Members:

  • Renato Fassbind, Chair
  • Karen Gavan
  • Trevor Manuel
  • Philip K. Ryan

All members of the Audit Committee are non-executive and independent. In addition to the independence criteria applicable to Board members in general, additional independence criteria apply to members of the Audit Committee. They are required to possess such additional attributes as the Board of Directors may specify. Each member of the Audit Committee has to be financially literate. At least one member must qualify as an Audit Committee financial expert, as determined appropriate by the Board of Directors.  

Compensation Committee

The Compensation Committee supports the Board of Directors in establishing and reviewing Swiss Re Ltd's compensation strategy and guidelines and performance criteria. It also supports the preparation of proposals to the General Meeting of shareholders regarding the compensation of the Board of Directors and of the Group Executive Committee. It proposes compensation principles in line with legal and regulatory requirements and the Articles of Association for the Swiss Re Group to the Board of Directors for approval and, within those approved principles, determines the establishment of new (and amendments to existing) compensation plans. It determines, or proposes as appropriate, individual compensation as outlined in its Charter. The Compensation Committee also ensures that compensation plans do not encourage inappropriate risk-taking within the Swiss Re Group and that all aspects of compensation are fully compliant with remuneration disclosure requirements.  

Members:

  • Jacques de Vaucleroy, Chair
  • Raymond K.F. Ch'ien
  • Renato Fassbind
  • Joerg Reinhardt

Finance and Risk Committee

The Finance and Risk Committee annually reviews the Group Risk Policy and proposes it for approval to the Board of Directors. It reviews risk and capacity limits approved by the Group Executive Committee as well as their usage across the Swiss Re Group. It reviews the Group's Risk Control Framework and the most important risk exposures in all major risk categories, as well as new products or strategic expansions of the Swiss Re Group's areas of business. It reviews the risk aspects of Control Transactions. In terms of risk and economic performance measurement, it reviews critical principles used in internal risk measurement, valuation of assets and liabilities, capital adequacy assessment and economic performance management. It also reviews the capital adequacy of the Group and its treasury strategy.

Members:

  • Philip K. Ryan, Chair
  • Jay Ralph
  • Sir Paul Tucker
  • Susan L. Wagner
  • Larry Zimpleman

Investment Committee

The Investment Committee endorses the strategic asset allocation and reviews tactical asset allocation decisions. It reviews the performance of the financial assets of the Swiss Re Group and endorses or receives information on Participations and Principal Investments. 

Members:

  • Susan L. Wagner, Chair
  • Raymond K.F. Ch'ien
  • Trevor Manuel
  • Eileen Rominger
  • Sir Paul Tucker
  • Jacques de Vaucleroy

Members to the Board committees are appointed annually at the constituting Board meeting amongst the Board members with the exception of the members of the Compensation Committee. These members are annually elected by the General Meeting of shareholders.   

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