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WORLD RECOGNITION of DISTINGUISHED GENERAL COUNSEL

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WORLD RECOGNITION of DISTINGUISHED GENERAL COUNSEL WORLD RECOGNITION of DISTINGUISHED GENERAL COUNSEL GUEST OF HONOR: Joseph Wayland Executive Vice President and General Counsel Chubb Limited / Chubb Group WORLD RECOGNITION of DISTINGUISHED GENERAL COUNSEL THE SPEAKERS Joseph Wayland Donald Hawthorne Executive Vice President and General Counsel Partner, Axinn, Veltrop Chubb Limited / Chubb Group & Harkrider LLP Edward Best Elizabeth Sacksteder Partner, Mayer Brown LLP Partner, Paul, Weiss, Rifkind, Wharton & Garrison LLP (The biographies of the speakers are presented at the end of this transcript. Further information about the Directors Roundtable can be found at our website, www.directorsroundtable.com.) TO THE READER General Counsel are more important than ever in history. Boards of Directors look increasingly to them to enhance financial and business strategy, compliance, and integrity of corporate operations. In recognition of our distinguished Guest of Honor’s personal accomplishments in his career and his leadership in the profession, we are honoring Joseph Wayland, General Counsel of Chubb Limited* with the leading global honor for General Counsel. Chubb Limited is one of the world’s largest multiline property and casualty insurers. His address focuses on key issues facing the General Counsel of an international insurance corporation. The panelists’ additional topics include insurance, mergers & acquisitions, governance, business litigation, cyber security, and the Rule of Law. The Directors Roundtable is a civic group which organizes the preeminent worldwide programming for Directors and their advisors, including General Counsel. Jack Friedman Directors Roundtable Chairman & Moderator * ACE acquired Chubb on January 15, 2016 Winter 2016 2 WORLD RECOGNITION of DISTINGUISHED GENERAL COUNSEL Joseph Wayland is Executive Vice President Before joining ACE, Mr. Wayland was with and General Counsel of Chubb Limited. Simpson Thacher & Bartlett, where he He is responsible for the company’s global worked from 1988 and became a partner legal affairs and serves as principal coun- in 1994. From 2010 to 2012, he served in sel to the CEO, senior management team, the United States Department of Justice, and board of directors. Mr. Wayland also fi rst as Deputy Assistant Attorney General leads the legal organization that supports responsible for litigation for the Antitrust Chubb’s business operations globally and is Division, and was later appointed as the Acting Assistant Attorney General in responsible for all legal functions, including charge of the division. Earlier in his career, corporate affairs and securities, litigation, Mr. Wayland served as a Captain in the compliance, and regulatory and govern- Joseph Wayland United States Air Force. Executive Vice President and ment affairs. He also serves as secretary to General Counsel the Chubb Limited Board of Directors. Mr. Wayland holds a Juris Doctor degree Chubb Limited / Chubb Group from Columbia University Law School and Prior to ACE’s acquisition of Chubb in a Bachelor of Arts degree from Washington January 2016, Mr. Wayland was the General University. He also holds a Master of Laws Counsel of ACE Limited, a position he degree in International and Comparative held since joining the company in 2013. Law from Georgetown University Law He was appointed Executive Vice President, School. Mr. Wayland is a Fellow of the ACE Group, in March 2014. American College of Trial Lawyers. About the New Chubb The insurance companies of Chubb serve forma basis, Chubb’s core operating insur- multinational corporations, mid-size and ance companies maintain fi nancial strength small businesses with property and casu- ratings of AA from Standard & Poor’s and alty insurance and services; affl uent and A++ from A.M. Best. Chubb is the world’s largest publicly traded high-net-worth individuals with substantial property and casualty insurer. With operations assets to protect; individuals purchasing life, Chubb Limited, the parent company of in 54 countries, Chubb provides commercial personal accident, supplemental health, Chubb, is listed on the New York Stock and personal property and casualty insurance, homeowners, automobile, and other spe- Exchange (NYSE: CB) and is a component personal accident and supplemental health cialty insurance coverage; companies and of the S&P 500 index. insurance, reinsurance and life insurance to a affi nity groups providing or offering acci- diverse group of clients. dent and health insurance programs and Chubb maintains executive offi ces in life insurance to their employees or mem- Zurich, New York, London, and other loca- The company is distinguished by its extensive bers; and insurers managing exposures with tions, and employs approximately 30,000 product and service offerings, broad distribu- reinsurance coverage. people worldwide. tion capabilities, exceptional fi nancial strength, underwriting excellence, superior claims han- With $150 billion in assets and $37 billion dling expertise, and local operations globally. of gross written premiums in 2014* on a pro *Pro forma December 31, 2014 ACE and Chubb Winter 2016 3 WORLD RECOGNITION of DISTINGUISHED GENERAL COUNSEL JACK FRIEDMAN: Good morning, every- one. I’m Jack Friedman, Chairman of the Directors Roundtable. The Directors Roundtable is a civic group. We have never charged, in 800 events, for anyone to attend. Our goal is to pro- vide the finest programming for boards of directors and their advisors including General Counsel. This world honor series for General Counsel began when directors told us that companies do not receive credit for the good things they do. This series gives top executives and General Counsel an opportunity to speak on these areas. Additionally, there will be a transcript that goes out globally to about 150,000 people, to share the wisdom of the speakers present today. I want to thank the Mayer Brown staff for the hospitality and helping make this a successful event. Joseph Wayland, as well as being General partners from Simpson Thacher, where I Obviously it’s a busy time for us as we work Counsel of ACE Limited, has had a dis- spent much of my career and have very fond to get the closing done as early as possible in tinguished career in government with the memories of learning to become a lawyer. 2016 — as I said, hopefully this month — and DOJ in the antitrust area. He has also had There are also a number of friends and we’re very excited about the future of the new a career in the military and private prac- tice, as a captain in the Air Force and as a colleagues who represent us at ACE — I’m Chubb and what it can do for our custom- lawyer. Educationally, he has a Juris Doctor delighted that all of you came today — and a ers, our shareholders and our employees. from Columbia University Law School, number of good personal friends are here, a Bachelor of Arts from Washington as well. So I thank all of you for coming One of the unique and pleasurable aspects University, a Master of Law in International and joining us this morning. of this honor is the invitation to bring some and Comparative Law from Georgetown, reflection and thought about a compelling issue and he’s a Fellow of the American College I’ve had the pleasure of serving as the through the preparation of this talk. We don’t of Trial Lawyers. General Counsel of ACE for about two normally get a chance to do that; in our world, and a half years now. ACE, for those of you it’s a rare treat. Like most of you, I spend most Without further ado, we are honored to that don’t know it, is a global company. We of my time dealing in very short communica- have as our special guest today, and honoree, operate in about 54 countries. And as all of tions, brief emails, very short memos, short Joseph Wayland, Executive Vice President you may know, our acquisition of Chubb is discussions with people — rarely anything that and General Counsel of ACE Limited. imminent. We will be changing our name exceeds a few pages. So on a daily basis, I and I expect to be the General Counsel of think all of us strive to find enough time to be JOSEPH WAYLAND: Thanks, Jack, for Chubb instead of ACE. both reactive and proactive, managing various that introduction. I am truly honored to be immediate problems versus addressing larger chosen as the recipient of the Distinguished This is the largest combination in the prop- strategic issues and planning for the future. General Counsel Recognition by the erty & casualty market ever, and it brings We don’t usually have the luxury to develop Directors Roundtable. I certainly haven’t together two of the very best insurers in the a topic over any length of time, and certainly been a General Counsel very long, so world in a merger that we think will create not over the course of an essay, and I very I hope I’m worthy of this! In any event, I a global leader with enhanced growth and much enjoyed the opportunity presented by appreciate all of my friends and colleagues earnings power, and an exceptional balance this honor. I want to thank our international that are here today. I see a number of peo- of products with greater product and geo- counsel, Nicola Port, who’s sitting right here, ple from ACE. I see a number of my former graphic diversification around the world. for her invaluable assistance on this project. Winter 2016 4 WORLD RECOGNITION of DISTINGUISHED GENERAL COUNSEL My topic this morning is the Rule of Law. on a global basis. Many societies, of course, It’s important to me for several reasons. are and have been governed by laws that First, as the General Counsel of a multi- may be consistently applied, but are inimical national company engaged in international to our conceptions of freedom and justice. commerce, I’m concerned about creating the political stability and legal fairness The American Bar Association’s World necessary to encourage economic activity Justice Project offers the following working throughout the world.
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