Berkley Insurance Company Australia Branch Remuneration Framework Disclosure 2024

Berkley Insurance Company (BIC) is a foreign general insurer authorised by the Australian Prudential Regulation Authority (APRA).

This document has been prepared in relation to BIC’s Australian branch operation (BIC AU) for the purpose of complying with APRA Prudential Standard CPS 511 Remuneration (CPS 511). The disclosures made reflect BIC AU’s Remuneration Framework (RF) for the financial year 1 January 2024 to 31 December 2024 (FY 2024).

A. Governance of the Remuneration Framework

The Senior Officer outside Australia (SOOA) is ultimately responsible for the RF and its effective application.

The SOOA is supported to perform this function by the Risk, Operations and Compliance Committee (ROCC) and Compensation Committee (CC). In FY 2024, the ROCC met four (4) times and the CC met five (5) times.

The SOOA approves the BIC AU Remuneration Policy (RP) with the ROCC providing support in the review process. The review is coordinated by the Chief Risk Officer.

The SOOA retains overriding discretion to adjust variable remuneration in consideration of various factors. This may include:

  • awarding an amount for variable remuneration that exceeds thresholds to recognise outstanding performance in connection with a mix of financial and non-financial measures (e.g. risk considerations and conduct); or
  • awarding a lesser or nil amount for any variable remuneration to, amongst other things:
    • protect financial performance and long-term soundness of BIC AU or BIC; or
    • apply suitable and proportionate consequence management for adverse risk and conduct outcomes (e.g. breach of accountability or significant adverse outcomes for customers); or
    • comply with the law or APRA Prudential Standards.

 

B. Design and Structure of Remuneration Framework

The strategic objective of BIC AU is to achieve a targeted and sustainable return on risk adjusted capital. Achievement of this objective is supported by an RF designed to:

  • be appropriate for BIC AU’s size, complexity and risk profile;
  • embed risk management into the performance assessment process;
  • acknowledge remuneration is an important element of BIC AU’s recruitment and retention strategy;
  • balance the interests of staff and shareholders in conjunction with the sustained performance of BIC AU as a prudentially regulated entity;
  • reinforce accountability, the importance of taking responsibility, and acting diligently and honestly in the pursuit of business performance;
  • reward performance that leads to favourable customer experiences and positive results for BIC AU through alignment with the business plan, strategic objective and risk management framework.

Remuneration for staff who materially support BIC AU may comprise a mix of the elements described in the following table.

Fixed Remuneration Includes base salary, compulsory superannuation and other benefits (e.g. income protection insurance, travel insurance and car parking).

Fixed remuneration is designed to attract and retain high-caliber individuals and remunerate them for performing their ongoing work. Base salary is set having regard to the skills and experience of an individual, the level of responsibility attached to their position and prevailing competitive factors.
Variable Remuneration Includes Short Term Incentives (STI), Long Term Incentives (LTI) and Sign-On Incentives (SoI)

STI is an at-risk award paid at the absolute discretion of the SOOA. The amount awarded is evaluated depending on performance against a mix of financial and non-financial measures for the preceding financial year. STI is a cash bonus and is typically paid within three (3) months of the end of the financial year to employees who are employed at the time of payment.

LTI is an at-risk award designed to ensure senior management interests are aligned with the long-term achievement of the strategic objective of BIC AU, BIC, W. R. Berkley Corporation (“WRBC”) and with the interest of WRBC’s stockholders through the creation of stockholder value. LTI includes share-based restricted stock units (RSUs) in WRBC and cash-based long-term incentives (LTIPs) based on the long-term performance of WRBC.

The purpose of RSUs and LTIPs is primarily to reward senior management for the long-term performance of BIC AU, BIC and WRBC, and to incentivise future performance rather than to reward immediate past performance. Participation in these plans is at the absolute discretion of the SOOA and the Board of Directors of WRBC. These schemes are subject to the applicable LTIP and RSU award agreements.

SoI are subject to individual negotiation and dependent on the specific circumstances and commercial rationale.

 

C. Remuneration Policy Information

BIC AU’s RF and RP cover the assessment and determination of positions that are specified roles.

The type of positions identified as specified roles are Chief Executive Officer, Chief Financial Officer, Chief Risk Officer, Regulatory Legal & Compliance Officer, Chief Information Officer, Chief Actuary, Heads of Underwriting and Heads of Claims.

The forms of variable remuneration offered to employees in specified roles are the same as those mentioned in section B above. The composition of fixed and variable remuneration balances short-term and long-term rewards based on performance that is aligned with the business plan, strategic objective, risk management framework and long-term soundness of BIC AU.

For employees in specified roles, the SOOA will:

  • individually approve the variable remuneration outcomes for senior managers;
  • on a cohort basis approve the variable remuneration outcomes for highly paid material risk takers, material risk takers, and risk and financial control personnel.

All variable remuneration is subject to downward adjustment (including to zero) for adverse risk and conduct outcomes. Adjustments are proportionate to the severity of the risk and conduct outcome and take into consideration an individual’s level of responsibility for that outcome. RSUs and LTIPs are subject to forfeiture or clawback if a recipient engages in misconduct as defined in the award agreement.