Circular 21/16: Proposed amendments to rules and Directors' remuneration

Circular 21/16: Proposed amendments to rules and Directors' remuneration

OUTLINE

  • A Special General Meeting of The United Kingdom Mutual Steam Ship Assurance Association (Bermuda) Limited (UKB) will be held on 19th January 2017 in Bermuda.
  • Papers for the meeting are enclosed.

ACTION

  • Members should ensure their completed proxy form is sent to the Secretary to arrive no later than 12 hours before the meeting.

TO THE MEMBERS

SPECIAL GENERAL MEETING OF THE UNITED KINGDOM MUTUAL STEAM SHIP ASSURANCE ASSOCIATION (BERMUDA) LIMITED

PROPOSED AMENDMENTS TO RULES AND DIRECTORS’ REMUNERATION

Please find enclosed papers for a Special General Meeting to be held on 19th January 2017 in Bermuda.

Rules

The SGM will be asked to adopt amendments to the Rules of The United Kingdom Mutual Steam Ship Assurance Association (Bermuda) Limited (UKB) and The United Kingdom Mutual Steam Ship Assurance Association (Europe) Limited (UKE). In respect of UKE, such amendments can be agreed only by UKB as the sole Member of UKE, and the passing of the resolution will be treated as providing authority for UKB to amend UKE’s Rules accordingly.

Remuneration

The SGM will also be asked to approve an increase in the annual fee paid to the Chairman of UKB. The current annual fee of US$12,000 was set in 1995 and is no longer commensurate with the Chairman’s responsibilities. It is proposed that the fee be raised to US$35,000. The Chairman is also paid attendance fees, which are the same as for any other Director (currently US$4,000 per meeting, set in 2007) and it is proposed that these be left unchanged.

The Notice of Meeting overleaf refers.

A Proxy Form and Schedule ofVotes are enclosed in respect of the resolutions contained in the Notice of Meeting.

Please note that the completed form must reach the Secretary by email, fax or mail at the latest 12 hours before the Meeting.

Yours faithfully

THOMAS MILLER (BERMUDA) LTD

For more information

Members with any questions regarding this circular are requested to contact Dr Chao Wu Tel: +44 20 7204 2157 email: chao.wu@thomasmiller.com

NOTICE

NOTICE OF A SPECIAL GENERAL MEETING OF THE UNITED KINGDOM MUTUAL STEAM SHIP ASSURANCE ASSOCIATION (BERMUDA) LIMITED

Notice is hereby given that a Special General Meeting of the Members of The United Kingdom Mutual Steam Ship Assurance Association (Bermuda) Limited will be held at 10.00am on Thursday 19th January 2017 at the offices of Appleby, Canon’s Court, 22 Victoria Street, Hamilton HM 12, Bermuda, for the purpose of considering and, if thought fit, passing the resolutions set out below:

Resolution to propose changes to the Rules of UKB and UKE

“That with effect from 12 noon Greenwich Mean Time on 20th February 2017, the amendments contained in the Appendix, be and are hereby adopted”.

Resolution to propose changes to Directors’ remuneration

“That the annual fee paid to the Chairman of the Association be increased from US$12,000 to US$35,000 per annum.”

By Order of the President

THOMAS MILLER (BERMUDA) LTD

Secretary

9th January 2017

Notes

1. A Member entitled to attend and vote at this Special General Meeting is entitled to appoint a proxy to attend and, on a poll, to vote in his place. A Form of Proxy is enclosed.

2. The Form of Proxy may be returned by email, fax or post to the Secretary at the address shown on the attached letter. To be valid, the proxy must be received no later than 12 hours prior to the Meeting.

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