Tokio Marine Holdings, Inc.
Tokio Marine Holdings 2009 Annual Report Annual Report 2009
http://www.tokiomarinehd.com/
Tokio Marine Nichido Building Shinkan, 2-1, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-0005, Japan phone: +81-3-6212-3333
Member of Financial Accounting
Standards Foundation Printed in Japan WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e Overseas offi ces: Located in 399 cities in 36 countries and regions Branches of Tokio Marine & Nichido • Expatriate staff: 173 • Local staff: Approx. 14,600 Representative and Liaison Offi ces of Tokio Marine & Nichido Underwriting Agents of Tokio Marine & Nichido • Claims agents: Located in 250 countries and regions Subsidiaries and Affi liates
Middle & Near East U.A.E. Dubai Tokio Marine Middle East Limited (Dubai) Al-Futtaim Development Services Co. (Dubai) Saudi Arabia Jeddah, Riyadh and Al Khobar Hussein Aoueini & Co., Ltd. (Jeddah, Riyadh and Al Khobar) Tokio Marine Saudi Arabia Limited (to be established) Tokio Marine Group Corporate Philosophy Bahrain The Arab-Eastern Insurance Co. Ltd E.C. (Manama) Turkey Allianz Sigorta A.S. (Istanbul) With customer trust as the foundation for all its activities, Tokio Marine Group continually strives Allianz Hayat ve Emeklilik A.S. (Istanbul) to raise corporate value. Oceania & Micronesia Australia Sydney and Melbourne • Through the provision of the highest quality products and services, Tokio Marine Group aims to Tokio Marine Management (Australasia) Pty. Ltd. (Sydney, Melbourne and Adelaide) deliver safety and security to all our customers. New Zealand IAG New Zealand Insurance Limited (Auckland) Guam Guam • By developing sound, profi table and growing businesses throughout the world, Tokio Marine Tokio Marine Pacifi c Insurance Limited (Guam) Group will fulfi ll its mandate to shareholders. Tokio Marine Pacifi c Insurance Limited c/o Nanbo Guam, Ltd. (Guam) Tokio Marine Pacifi c Insurance Limited c/o Calvo’s Insurance Underwriters, Inc. (Guam) • Tokio Marine Group will continue to build an open and dynamic corporate culture that enables Commonwealth of the Pacifi ca Insurance Underwriters, Inc. (Saipan) each and every employee to demonstrate his or her creative potential. Northern Mariana Islands Calvo’s Insurance Underwriters (CNMI), Inc. (Saipan) • Acting as a good corporate citizen through fair and responsible management, Tokio Marine Asia Korea Seoul Sub-branch Group will broadly contribute to the development of society. People’s Republic Beijing, Tianjin, Dalian, Chengdu, Nanjing, Suzhou, Hangzhou, Guangzhou and Shenzhen of China The Tokio Marine & Nichido Fire Insurance Company (China) Limited (Shanghai) Zhongsheng International Insurance Brokers Co., Ltd. (Beijing) Sino Life Insurance Co., Ltd. (Shenzhen, Shanghai and 20 other cities) Hong Kong Hong Kong The Tokio Marine and Fire Insurance Company (Hong Kong) Limited (Hong Kong) Taiwan Taipei Tokio Marine Newa Insurance Co., Ltd. (Taipei and 25 other cities) Philippines Malayan Insurance Co., Inc. (Manila and 27 other cities) Vietnam Vietnam International Assurance Company (Hanoi and Ho Chi Minh City) Thailand The Sri Muang Insurance Co., Ltd. (Bangkok and 16 other cities) Millea Life Insurance (Thailand) Public Co., Ltd. (Bangkok) Malaysia Tokio Marine Insuranse (Malaysia) Berhad (Kuala Lumpur and 19 other cities) TM Asia Life Malaysia Bhd. (Kuala Lumpur and 15 other cities) Tokio Marine Global Re Limited (Labuan) Singapore Tokio Marine Asia Pte. Ltd. (Singapore) Tokio Marine Insurance Singapore Ltd. (Singapore) TM Asia Life Singapore Ltd. (Singapore) On the Cover: Mangrove Afforestation Project Tokio Marine Retakaful Pte. Ltd. (Singapore) Tokio Marine is committed to reducing environmental impact as one of its major corporate social responsibility activities. In 1999 we started our mangrove afforestation TM Claims Service Asia Pte. Ltd. (Singapore) project in South East Asia and over the last ten years have planted 5,901 hectares (14,582 acres) of forests in six countries. An additional 2,300 hectares (5,683 acres) will Brunei Tokio Marine Insurance Singapore Ltd. (Bandar Seri Begawan) be added over the next fi ve years under the project, which is being undertaken in partnership with the following nongovernmental organizations: Action for Mangrove TM Asia Life Singapore Ltd. (Bandar Seri Begawan) Reforestation (ACTMANG), the Organization for Industrial, Spiritual and Cultural Advancement-International (OISCA) and the International Society for Mangrove Indonesia P.T. Asuransi Tokio Marine Indonesia (Jakarta and 7 other cities) Ecosystems (ISME). India New Delhi Mangrove trees help prevent global warming by absorbing large volumes of carbon dioxide and can serve as bulwarks to protect people from tsunamis and other IFFCO-TOKIO General Insurance Co. Ltd. (New Delhi and 110 other cities) hazards. In the tsunami that occurred in the Indian Ocean as a result of the earthquake off the coast of Sumatra in December 2004, villages situated behind mangrove Myanmar Yangon plantations were protected from the tsunami. In addition, by providing fi shery, forestry and other resources essential to local residents’ lifestyles, mangrove trees contribute to sustainable development in the areas in which they are planted. This, in turn, stabilizes and improves the lives of these residents.
Note: The forecasts appearing on this Annual Report are based on information available as of the publication date of the Report. Actual results may differ materially due to various factors. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 127 Tokio Marine Holdings Annual Report 01 Contents 2009 01 INTRODUCTION At a Glance 2 Topics 4
02 MANAGEMENT 02 President Message 8 Directors & Auditors 10
02 BUSINESS REVIEW Business Highlights 11 Business Overview 15
03 CORPORATE STRATEGY AND PROFILE 03 Corporate Strategy 20 Special Feature: International Business 24 Profi le of the Tokio Marine Group 28
04 MANAGEMENT SYSTEM Basic Policies for Internal Controls 33 Corporate Governance 35 Compliance 36 04 Information Management 38 Risk Management 39 Corporate Social Responsibility 41 Internal Audit 44 Disclosure and Investor Relations 45
05 PERFORMANCE Change in Key Business Indicators (Consolidated Basis) 48 05 Financial Information 49 Solvency Margin Ratio 103 Interest-rate Sensitivity of ALM Surplus Value 106 Embedded Value 107 Statutory Reserve 112
06 CORPORATE DATA Stock Information 114 06 List of Directors and Corporate Auditors 117 Organizational Chart 122 Tokio Marine Holdings and Its Subsidiaries 123 Major Subsidiaries 124 History of the Tokio Marine Group 125 Worldwide Network of the Tokio Marine Group 126 WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 1 INTRODUCTION01
At a Glance
Overview of Fiscal 2008 Results
• For the fi scal year ended March 31, 2009, consolidated ordinary income amounted to 3,503,102 million yen, of which underwrit- ing income made up 3,130,076 million yen. Ordinary expenses totaled 3,518,230 million yen, which included underwriting expenses of 2,232,902 million yen. Ordinary profi t declined 194,199 million yen from the previous fi scal year for a loss of 15,128 million yen and net income fell 85,624 million yen, to 23,141 million yen. • In the property and casualty insurance business, Tokio Marine & Nichido’s underwriting profi t totaled 73,812 million yen, up 34,435 million yen from the previous fi scal year, although ordinary profi t and net income both declined as a result of turmoil in the fi nancial markets. Similarly, underwriting profi t at Nisshin Fire amounted to 3,231 million yen, up 3,868 million yen. However, both ordinary profi t and net income resulted in losses due to the unsettled fi nancial markets. • In the life insurance business, Tokio Marine & Nichido Life recorded 15,914,400 million yen in policies in force for individual insur- ances and individual annuities, up from 14,739,863 million yen a year earlier. Likewise, Tokio Marine & Nichido Financial Life’s poli- cies in force totaled 2,642,299 million yen, higher than the 2,335,997 million yen last year.
Consolidated Business Results (Yen in millions) FY2008 FY2007 Difference Amount Percentage Amount Percentage Ordinary income 3,503,102 100.00 3,710,066 100.00 (206,963) Underwriting income 3,130,076 89.35 3,312,472 89.28 (182,396) Investment income 306,664 8.75 342,121 9.22 (35,457) Other ordinary income 66,361 1.89 55,471 1.50 10,890 Ordinary expenses 3,518,230 100.43 3,530,994 95.17 (12,764) Underwriting expenses 2,232,902 63.74 2,683,605 72.33 (450,702) Investment expenses 726,659 20.74 326,884 8.81 399,775 Operating and general administrative expenses 519,928 14.84 482,160 13.00 37,767 Other ordinary expenses 38,739 1.11 38,344 1.03 395 Ordinary profi t (loss) (15,128) (0.43) 179,071 4.83 (194,199) Extraordinary gains 83,761 2.39 31,199 0.84 52,562 Extraordinary losses 21,696 0.62 35,683 0.96 (13,987) Net income 23,141 0.66 108,766 2.93 (85,624)
Tokio Marine Group’s Credit Ratings (As of July 1, 2009) Tokio Marine & Tokio Marine Tokio Marine & Tokio Marine & Rating agency Type Nisshin Fire Nichido Financial Holdings Nichido Nichido Life Life S&P Insurer Financial Strength Rating — AA / Stable A+ / Stable AA / Stable — Moody’s Insurer Financial Strength Rating — Aa2 / Stable — — — Fitch Ratings Insurer Financial Strength Rating — AA- / Negative — — — A.M. Best Best’s Rating — A++ / Stable — — — Rating and Investment Senior Long-term Credit Rating — AA+ / Stable AA / Stable — — Information (R&I) Insurance Claims Paying Ability — — — AA+ / Stable AA+ / Stable Japan Credit Rating Long-term Rating AAA / Stable AAA / Stable — — — Agency (JCR) Insurance Claims Paying Ability — — — AAA / Stable — WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 2 Tokio Marine Holdings, Inc. 2009 Annual Report 01 Assets, Liabilities and Shareholders’ Equity (Consolidated) (Yen in millions) FY2008 FY2007 Difference Assets 15,247,223 17,283,242 (2,036,018) Liabilities 13,607,708 14,703,902 (1,096,194) Net assets 1,639,514 2,579,339 (939,824) Total liabilities and net assets 15,247,223 17,283,242 (2,036,018)
Major Indicators for the Property and Casualty Insurance Business (Yen in millions) Tokio Marine & Nichido Nisshin Fire FY2008 FY2007 FY2008 FY2007 Net income 71,104 122,992 (10,315) 1,962 Ordinary profi t (loss) 69,624 183,974 (16,179) 2,622 Loss ratio 67.4% 61.6% 62.6% 61.4% Expense ratio 34.6% 31.5% 38.4% 37.1% Combined ratio 102.1% 93.1% 101.0% 98.5% Profi tability Profi Underwriting balance ratio -2.1% 6.9% -1.0% 1.5% Underwriting profi t 73,812 39,376 3,231 (637) Total net assets 1,435,527 2,326,624 64,483 86,549 Solvency margin ratio 696.8% 957.8% 737.9% 899.3% Soundness
Change in net premiums written -5.2% -0.8% -4.1% -2.1% Growth potential Net premiums written 1,813,412 1,912,180 135,916 141,684
Scale Direct premiums written (including deposit premiums from policyholders) 2,032,131 2,126,746 149,735 155,696 Notes: 1. Loss ratio = (Net claims paid + Loss adjustment expenses) ÷ Net premiums written x100 2. Expense ratio = (Agency commissions and brokerage + operating and general administrative expenses) ÷ Net premiums written x100 3. Combined ratio = Loss ratio + Expense ratio 4. Underwriting balance ratio = 100% - Combined ratio 5. Solvency margin ratio • Property and casualty insurance companies maintain reserves for paying claims when events covered by insurance issued occur and for the payout of funds at maturity for savings-type insurance. It is also necessary for them to maintain suffi cient resources to cover payments in the event of either a major disaster or an unexpected crisis, such as a major decline in the price of assets owned by an insurance company. • Calculated in accordance with the Insurance Business Law, the solvency margin ratio is an indicator that compares the claims payment ability provided by the capital and reserves owned by a property and casualty insurance company against the total amount of risk in a situation that exceeds expectations. 6. Net premiums written: Direct and assumed premiums written, less ceded insurance premiums 7. Direct premiums written: Direct premiums, less canceled direct refunds and other direct refunds (including deposit premiums)
Major Indicators for the Life Insurance Business (Yen in millions) Tokio Marine & Nichido Life Tokio Marine & Nichido Financial Life FY2008 FY2007 FY2008 FY2007 Insurance premiums and others 437,688 407,697 452,289 518,869 Annualized new premiums 43,131 36,615 44,288 50,602 Ordinary profi t (loss) 5,555 6,025 10,099 (6,422) Net income 0 0 10,078 (6,478) Core operating profi t 522 427 (827) (6,105) Solvency margin ratio 2,596.7% 2,766.7% 1,057.5% 1,157.5% Policy amount in force 15,914,400 14,739,863 2,642,299 2,335,997 New policy amount 2,450,159 2,106,742 443,071 508,282 Notes: 1. Additional transfer 19,822 million yen (in fi scal 2007) and 11,095 million yen (in fi scal 2008) to Tokio Marine & Nichido Life’s policy reserves were made on top of its provi- sions to policy reserves calculated based on the fi ve-year Zilmer method. These amounts were included in basic expenses (policy reserve provision) within core profi ts. 2. Annualized new premium: Annual premium calculated by dividing total paid premiums for the entire term of new policies for individual insurance and annuities by the number of years in the insurance term. 3. Core operating profi t: An indicator of earnings potential in insurance operations, calculated by deducting gains on the sale of securities and other capital gains as well as one-time profi ts from ordinary profi t. 4. Policy amount in force, new policy amount: Total of new policies and policies in force for individual insurances and individual annuities WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 3 INTRODUCTION01
Topics: Tokio Marine Holdings
Acquisition of Philadelphia Consolidated, a U.S. P&C Insurance Group Through its subsidiary Tokio Marine & Nichido Fire Insurance Co., Ltd., Tokio JOC Sponsor Contract Signed Marine Holdings acquired Philadelphia Tokio Marine Holdings became Consolidated Holding Corp. (PHLY), a Gold Partner in an agreement a U.S. P&C insurance holding company, with the Japanese Olympic and its group companies on Committee (JOC). A JOC Gold December 1, 2008. Partner is the highest level of PHLY is a leading insurance group sponsorship for Japanese sports with a highly competitive business model under the JOC Partnership based on excellent product development Program. capabilities mainly in specialty products Tokio Marine Holdings focused on targeted commercial markets, continues to support sports in disciplined operations and marketing Japan by contributing to the JOC expertise utilizing a variety of distribution and other athletic groups that channels. It has achieved far superior Establishment of represent Japan in international growth and profi tability than its peers in E. design Insurance Co., Ltd. tournaments and competitions. the U.S. P&C insurance industry. By combining PHLY’s product develop- Tokio Marine Holdings established ment capabilities and strong marketing E. design Insurance Preparatory skills with Tokio Marine’s superior credit Co., Ltd. through a business and rating, fi nancial strength, large under- capital tie-up with NTT Finance writing capacity and a global network, Corporation, a subsidiary of PHLY will expand operations further and Nippon Telegraph and Telephone develop new businesses. Corporation, in January 2009. After it acquired a non-life insur- ance permit from the Financial Services Agency, the company name was changed to E. design Insurance Co., Ltd. and began operating on June 13, 2009, primarily selling automobile insur- ance through mobile phone net- works and the internet. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 4 Tokio Marine Holdings, Inc. 2009 Annual Report Topics: Group Companies
01 Launch of Secom Home Security Tokio Marine Package Tokio Marine & Nichido Fire Insurance Co., Ltd. forged an agreement with Secom Co., Ltd., the most widely Carbon Neutral Certifi cation recognized brand name in home Tokio Marine & Nichido has security in Japan, and began to received third-party certifi cation for exclusively sell at its main agents the going carbon neutral at all of its Secom Home Security Tokio Marine business offi ces in Japan as of the Package, a home security system end of fi scal 2007. This certifi ca- jointly developed specifi cally for the The Tokio Marine & Nichido Fire tion was the result of efforts to Tokio Marine Group. Insurance Company (China) Limited reduce CO2 emissions pertaining to The Secom Home Security Tokio Starts Operations the Company’s business activities, Marine Package is an exclusive line- On November 1, 2008, The Tokio procure green electricity and offset up of affordably priced entry-level Marine & Nichido Fire Insurance emissions. To offset emissions, the products with basic features Company (China) Limited began Company purchases emission designed as a home security system operations. This Chinese subsidiary credits and plants mangrove trees for families to help prevent crime has taken over the operations of the to absorb CO2. Tokio Marine & and respond during fi res and other Tokio Marine & Nichido Shanghai Nichido is the fi rst fi nancial institu- emergencies. branch, which has steadily expanded tion in Japan to receive carbon By offering customers the safety business since its foundation in neutral certifi cation for all of its to prevent accidents through this September 1994. domestic offi ces from an external home security system, coupled with The establishment of this local organization. reassurance through insurance to subsidiary is part of a reorganization Through ongoing efforts to cover accidents, Tokio Marine & effort designed to enable an expan- reduce environmental impact, the Nichido is able to improve the con- sion of the service and marketing area Tokio Marine Group aims to sulting abilities of its agents while through branch offi ces development. become carbon negative on a improving communication with and This will allow Tokio Marine Holdings global basis over the medium- trust from its customers. to reassure its customer base with and long-term. better services through these offi ces. Note: Carbon neutral means
At fi rst, The Tokio Marine & that a company offsets its CO2 Nichido Fire Insurance Company emissions from business activities (China) Limited will open a string of by planting trees, using renewable new branch offi ces in southern, east- energy and purchasing emission ern and northern China and expand credits. Carbon negative means the areas in which it can directly that a company offsets more CO2 underwrite insurance. These efforts than is emitted from its business will improve the quality and speed of activities. our services in these regions, and are Tokio Marine & Nichido’s CO2 a part of our plans to create a net- emissions in fi scal 2007 were work of offi ces that cover the entire 65,401 tons, and the Company country. offset 65,555 tons of CO2. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 5 INTRODUCTION01
Topics: Group Companies
Consulting Services Combat Commemorating 100 Years of New Infl uenza Outbreaks Business
After the SARS outbreak in 2003, To commemorate its 100th year of Tokio Marine & Nichido Risk operation, Nissin Fire & Marine Consulting Co., Ltd. began helping Insurance Co., Ltd. donated 250 sets companies plan for infl uenza out- of fi re extinguishers and commemo- breaks. The company provides con- rative gift boxes to the Kyoto Ancient sulting services focused on disease Culture Preservation Association, in (such as new infl uenza strains) and order to protect valuable cultural arti- business continuity planning and facts at shrines and temples in Japan support. In October 2008, the from fi re. Nisshin Fire published the company created a handbook for One Hundred Year History of Nisshin dealing with new infl uenza out- Fire & Marine Insurance Co., Ltd. on breaks. Complete with checklists July 1, 2008. On this occasion, the Launch of New Service for and an indexed manual, the hand- company collected and matched Protecting Customers from book covers essential information individual donations from employees Cancer to help companies prepare for and and retired employees. The donations With the introduction of Cancer deal with new infl uenza outbreaks. will be distributed to temples and Treatment Support Insurance in More than 30,000 copies of the shrines in Kyoto requiring additional September 2007, Tokio Marine & handbook were distributed for free fi re extinguishers and equipment, in Nichido Life Insurance Co., Ltd. has to companies through Tokio accordance with the wishes of the promoted awareness campaigns Marine & Nichido’s marketing divi- association. across the country to protect its sion. Moreover, updates are mailed The company also held the customers from cancer. Going beyond to customers in a web magazine Nisshin Fire 100-Year Commemorative the traditional framework of economic format. Tokio Marine & Nichido Risk Photo Contest, with the theme the support, through these campaigns Consulting Co., Ltd. will continue to “Reassurance and Comfort.” We we seek to offer more comprehensive support its corporate customers received 2,971 photographs from 1,415 assistance that ranges from mental with advanced risk consulting people. The winning prize was awarded and emotional health support to services in line with their needs. to a photo titled “Ohirune” (afternoon services and information on cancer nap), taken by Ms. Yuki Inaba. prevention and risk reduction. From October 2008, as a part of these campaigns, Tokio Marine & Nichido Life has introduced affi liated medical facilities for the early discov- ery of cancer. Customers are sup- plied with appointment and preferred price information for health checkups. Also available are PET scans, cancer consulting and advice services that dispatch profes- sional advisors to help customers address their needs and concerns. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 6 Tokio Marine Holdings, Inc. 2009 Annual Report 02
02MANAGEMENT President Message 8
Directors & Auditors 10
BUSINESS REVIEW
Business Highlights 11
Business Overview 15
WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e MANAGEMENT02 WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 8 Tokio Marine Holdings, Inc. 2009 Annual Report President Message
Dear Shareholders the foundation for future earnings growth. One of these ini- tiatives has been the creation of leading business processes Since its creation 130 years ago, Tokio Marine has been throughout Japan that are highly competitive and robust. witness to some of the most signifi cant economic and social Overseas, our sights are set upon increasing our earnings crises in global history. The recent turmoil in the fi nancial while diversifying business globally. I am pleased that Kiln markets and the consequent unavoidable economic down- Group in the U.K. and Philadelphia Consolidated Holding in turn rank among the most severe events I have ever person- the U.S. have joined us, placing Tokio Marine in an excellent 02 ally experienced. Tokio Marine, however, has weathered position to implement its strategy to develop a signifi cant much worse crises and will once again emerge even stronger portfolio of international business. as a result of recent events. Looking ahead to fi scal 2009, we expect challenging Despite the upheaval, Tokio Marine posted a profi t while business conditions to continue in the insurance market maintaining a strong balance sheet. We did not, however, given the persistence of the current economic environment. escape completely unscathed. In the fi scal year ended March Nevertheless, we have worked hard to steadily strengthen 31, 2009 (fi scal 2008), revenues decreased due to the our competitiveness especially during this time of market decline in overall economic activity. On the asset side, we turmoil. Tokio Marine will endeavor to rapidly achieve the recorded a valuation loss of approximately ¥230 billion, objectives of its three-year management plan that began in mainly on marketable securities. fi scal 2009 and deliver improved results to shareholders. Maintaining a sound fi nancial foundation is our foremost Achieving this will require the concerted efforts of our responsibility to both our customers and shareholders. In 33,000 employees located in 36 countries around the world, this challenging business environment, our efforts remain as well as the continued cooperation of our insurance focused on the preservation of our healthy asset base – this agencies and brokers to whom we extend our gratitude. ensures that our ability to pay claims remains strong even Furthermore, I deeply appreciate the support and under the most extreme of circumstances. To date, we have unwavering assistance that Tokio Marine has received from had no defaults on our assets, including those that were its shareholders. marked down as valuation losses. Moreover, the valuations of these assets have begun to improve in line with the recent July 2009 market recovery. There are many lessons to be learned from the fi nancial crisis that should serve to promote improved management of all fi nancial markets in the future. Although market vola- tility has increased in step with the globalization of the world Shuzo Sumi economy, it is my belief that markets of the future will President become healthier and more transparent. I also believe that enterprise risk management will continue to be a signifi cant area of focus for Tokio Marine as we work towards striking a rewarding balance between risk and return, capital effi ciency and fi nancial soundness. At our major business centers around the world, we have taken steps to cope with the fi nancial crisis and have laid WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 9 MANAGEMENT02
Directors & Auditors
Chairman of the Board Directors
Kunio Ishihara Minoru Makihara (Chairman of the Board, (Senior Corporate Advisor, Tokio Marine & Nichido) Mitsubishi Corporation) Masamitsu Sakurai (Chairman of the Board, President Ricoh Company, Ltd.)
Shuzo Sumi Tomochika Iwashita (President, Tokio Marine & Nichido) (President, Tokio Marine & Nichido Life) A I Toshiro Yagi Kunio Ito Hiroshi Miyajima Executive Vice President Director (President, Nisshin Fire) B J Executive Vice Presidents Kunio Ito Yuko Kawamoto Tomochika Iwashita (Professor, Graduate School of Commerce Corporate Auditor Director Toshiro Yagi and Management, Hitotsubashi University) C K Daisaku Honda Kunio Ishihara Minoru Makihara Standing Corporate Auditors Chairman of the Board Director D L Yasuo Yaoita Senior Managing Directors Shuzo Sumi Hiroshi Amemiya President Senior Managing Director Tetsuo Kamioka Hiroshi Amemiya E M Shin-Ichiro Okada Shigemitsu Miki (Senior Managing Director, Corporate Auditors Tokio Marine & Nichido) Senior Managing Director Corporate Auditor F N Shin-Ichiro Okada Shigemitsu Miki (Senior Advisor, Yasuo Yaoita Tetsuo Kamioka (Senior Managing Director, Standing Corporate Auditor Standing Corporate Auditor Tokio Marine & Nichido) The Bank of Tokyo-Mitsubishi UFJ, Ltd.) G O Hiroshi Fukuda Masamitsu Sakurai Hiroshi Fukuda (Attorney-at-law) Director Corporate Auditor Yuko Kawamoto H P (Professor, Waseda Graduate School of Hiroshi Miyajima Daisaku Honda Finance, Accounting and Law) Director Executive Vice President WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 10 Tokio Marine Holdings, Inc. 2009 Annual Report BUSINESS02 REVIEW
Business Highlights
Overview of Fiscal 2008 Results requirements became more stringent, both for compliance During fi scal 2008, ended March 31, 2009, net premiums writ- purposes and to ensure each customer’s wishes were ten in the non-life insurance business declined 4.9% from the honored precisely. previous fi scal year to 2,134.2 billion yen. This performance While the adoption of this type of business structure among came despite full-term contribution from the Kiln Group, which Japanese insurers led to more stable premium revenues, business was acquired in March 2008. The decline in net premiums writ- processes became increasingly bogged down by a business model ten was primarily attributable to a reduction of more than 25% catering to intricate customer needs while fulfi lling obligations to in premium rates for compulsory automobile liability insurance, explain policies in suffi cient detail. As a result, internal processes 02 as well as lower income at two Japanese non-life insurance between insurance companies and agents came to occupy more subsidiaries owing to the global economic recession. than half of total work volume. As insurance companies began to In the life insurance business, premiums slid 5.4% to engage in rate competition, conditions became more challeng- 746.0 billion yen. This decrease was mainly due to a reduction ing, making it imperative for companies to drastically reduce in income from variable annuities at Tokio Marine & Nichido their cost structures by increasing business process effi ciency. Financial Life that resulted from deterioration in the investment Early on, Tokio Marine & Nichido became aware of this environments. impending crisis and in fi scal 2004 initiated the Business Although ordinary losses totaled 15.1 billion yen, a marked Renovation Project to undertake a sweeping review of all busi- deterioration of 194.1 billion yen from the previous fi scal year, ness processes and IT systems. Management realized that Tokio Marine Holdings secured net income of 23.1 billion yen, everything was at stake unless the Tokio Marine Group was a decline of 85.6 billion yen, as the price fl uctuation reserve able to rapidly develop and conveniently offer products and was used to offset substantial valuation losses. services to customers with a high level of transparency. After Below is a discussion of the business strategies utilized by fi ve years of changes and upfront investment, the fi rst line of each segment to cope with these strenuous times. services was launched in May 2008 for systems infrastructure and a new agency system “TNet”. Competitive Strategy for Non-Life Insurance Business This system was designed to reduce agency workload by in Japan 10-30%, increase time spent with customers, enhance plan- In order to achieve sustainable growth in earnings, the Tokio ning and lead to even more compelling proposals. Already, the Marine Group must execute a clear competitive strategy. The results of this system and other initiatives undertaken are overall size of Japan’s non-life insurance market presents limit- steadily appearing. ed prospects for growth. In light of this, a key point is to bol- The decision to drastically change business processes and ster the activities of agents, the main sales conduit for products brought about requirements for thorough reexamina- insurance in Japan. On this front, Tokio Marine & Nichido has tion and forward-looking investment. Now, even if competitors been upgrading both IT system infrastructure and business pro- bring similar products to market, they will not easily be able to cesses to increase its competitiveness. imitate Tokio Marine & Nichido’s business processes enabled by Japan’s non-life insurance sector was under strict regulatory the new IT infrastructure. This is the kind of competitive oversight until 1998, when it was liberalized. Prior to this, most capability Tokio Marine & Nichido believes tomorrow’s market- insurance companies designed and marketed products in near place demands. lockstep. When Tokio Marine & Nichido introduced a new Some insurance companies have sought to increase their insurance product, other companies quickly followed suit. top line through mergers and acquisitions (M&A). It is only Competition heated up after the liberalization of the insur- afterwards that they begin to integrate competitive capabilities. ance sector began in 1998. Insurance companies sought to Tokio Marine & Nichido, on the other hand, has made all-out diversify their products by offering a wide variety of special efforts to comprehensively increase competitiveness. This clauses and supplementary services. Meanwhile, procedural investment has fi nally begun to pay off and Tokio Marine & Nichido is now fi rmly positioned to expand its market share. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 11 BUSINESS02 REVIEW
The Tokio Marine Group is already several steps ahead of its of time, Tokio Marine & Nichido Life was able to rise to its posi- rivals in carving out a competitive strategy for the future. The tion as a second-tier insurance company because it directly Tokio Marine Group aims to further increase its competitive- addressed customer concerns with a consulting-style approach ness, derived from robust business processes, through initia- while cross-selling life insurance at its network of non-life insur- tives to create a slimmer structure. ance agents. From an early stage, Tokio Marine & Nichido Life concentrated on endowment insurance products that are Improving Margins in the Non-Life Insurance Business destined to form the core of the life insurance business as the in Japan Japanese population ages. Success has also stemmed from the An urgent task at hand is lowering the combined ratio strong sense of security the Tokio Marine brand conveys (loss ratio + expense ratio) in the non-life insurance business throughout the Japanese insurance market. in Japan. In October 2009, Tokio Marine & Nichido Life plans to Over the past few years, the combined ratio has increased release new medical insurance products targeting the expand- for several reasons. Premium income, the denominator in the ing third-sector market for medical, cancer and nursing care equation, has declined even as loss and expense expanded. The insurance, a growing fi eld as Japanese society ages. latter included upfront investment in the Business Renovation The other life insurance subsidiary, Tokio Marine & Nichido Project, the hiring of compliance personnel to deal with the Financial Life, focuses on the variable annuities market. As improper nonpayment of insurance claims, an increase in agen- almost all variable annuities sold in Japan have GMDB cy commissions for incentives to switch to cashless payments, (Guaranteed Minimum Death Benefi t) or GMAB (Guaranteed other higher business expenses and a rise in insurance claims Minimum Accumulation Benefi t), the fi nancial turmoil led due in part to the occurrence of major accidents. insurance companies to take signifi cant risks which required While raising premium rates, Tokio Marine & Nichido plans soaring costs and additional reserves for hedging purposes. to keep expenditures for the Business Renovation Project within As a result, several competitors, mostly foreign-affi liated com- the amount of cost reductions achieved in fi scal 2011, the fi nal panies, have withdrawn from the variable annuities market. year of its mid-term corporate strategy, and limit increases in In fi scal 2008, Tokio Marine & Nichido Financial Life turned personnel costs to the hiring of compliance professionals. a profi t for the fi rst time since its founding on a fi nancial Assuming several major incidents do not occur, the accounting basis, mainly because of the reversal of policy Company aims to get the combined ratio back down to a sta- reserves brought by ceding the minimum guarantee risk. In real ble range of 90-95% by fi scal 2011, the end of the mid-term terms, however, earning conditions worsened owing to a corporate strategy. Moreover, Tokio Marine & Nichido has set decline in special account assets due to deteriorating market its sights on restoring profi tability in the Japanese non-life conditions and lower revenues. insurance business through top-line growth. Given the declining population, an aging society and growing/ongoing distrust in the public pension system, Tokio Sustained Growth in the Life Insurance Business in Japan Marine & Nichido Financial Life expects demand to expand for Tokio Marine & Nichido Life, which began operations in 1996, fi nancial products like investment trusts and variable annuities in has steadily expanded the amount of policies in force, even as the long-term, although this demand will naturally fl uctuate other major Japanese life insurance companies endured seem- with changes in market conditions. While monitoring current ingly inexorable declines in their policies in force as they suf- conditions, Tokio Marine & Nichido Financial Life will continue to fered increased policy cancellations and struggled to attract market products under the assumption that it will be able to new customers. adequately control risks unique to its business. The Tokio Coming to the market later brings certain advantages and Marine Group will enhance prospects for growth by reinforcing Tokio Marine & Nichido Life leveraged these to introduce inno- its relationships with partner fi nancial institutions. vative products the market had never seen. Over a short period WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 12 Tokio Marine Holdings, Inc. 2009 Annual Report International Insurance Business For more than four decades, the Tokio Marine Group and Since around 2000, Tokio Marine Holdings has actively been the Kiln Group have fostered mutual respect through a business developing its international insurance business in the reinsur- relationship focused on reinsurance. Finally in March 2008, the ance markets, where it can maximize its underwriting expertise Kiln Group joined the Tokio Marine Group through a friendly and capital strength, and in the emerging insurance markets acquisition. such as BRICs and other Asian countries, where it can expect to The acquisition of the Kiln Group captured the attention of establish a long-lasting foundation for future growth. the US insurance market and the interest of Philadelphia In such emerging insurance markets, it is essential to fl exibly Consolidated Holding Corp. (PHLY), a leading medium-sized US 02 adjust to rapidly changing regulatory systems and competitive insurance group which has consistently achieved exemplary environments and to implement effective business strategies growth and earnings since its foundation in 1962. that envision future market directions. After confi rming that PHLY and the Tokio Marine Group Additionally and more importantly, Tokio Marine Holdings share important business philosophies and strategies, they has focused on, and achieved success in, fi nding local partners jointly announced that PHLY had joined the Tokio Marine Group having familiarity with local markets, localized marketing through a friendly acquisition completed in December 2008. capabilities and commercial networks supported by high Tokio Marine Holdings is convinced that it will be able to business ethics. advance its growth strategy in European and US insurance In 2008, Tokio Marine Holdings faced unprecedented global market in combination with the Kiln Group and PHLY, and such economic turmoil when it was striving to set its business in growth strategy in international insurance markets overall with emerging insurance markets on a strong growth track. However, other member companies worldwide. some regions still produced record profi ts even in such challenging In fi scal 2008, earnings results in the international insurance business environments, which gave Tokio Marine Holdings the business of the Tokio Marine Group were adversely affected by confi dence to achieve further growth in emerging insurance the turbulence in fi nancial markets and the rapid appreciation markets while enhancing its risk management structure. of the yen, which has reduced yen-denominated profi ts On one hand, in order to be a global top-tier insurance generated overseas. Nevertheless, the Tokio Marine Holdings company, it is also essential to build a strong position in the expects its international insurance business to account for 30 European and US insurance markets which represent 80 percent percent of the total adjusted earnings of the Tokio Marine of the world’s insurance market. Tokio Marine Holdings has been Group by fi scal 2011. (In fi scal 2009, management expects its engaged in locating excellent partners in Europe and the US that international insurance business to account for roughly 50 per- will help the Tokio Marine Group to achieve its strategic goals. cent of the total adjusted earnings due to the projected slow There are three indispensable qualities required to join the recovery of its domestic insurance business.) Tokio Marine Group, namely a sound business management The Kiln Group was included in the scope of consolidation capability, a strong business model and a high growth potential. from fi scal 2008, contributing 7.4 billion yen in net income of In other words, each partner must have the ability to increase the Tokio Marine Group. Kiln is striving to enhance its perfor- its own corporate value and contribute to the overall growth mance by taking advantage of the pricing improvement in the of the Tokio Marine Group. reinsurance market. In Europe, Tokio Marine Holdings invited the Kiln Group, a Earnings of PHLY will also be included in the scope of well-respected player in the Lloyd’s insurance market, to consolidation beginning with fi scal 2009. In fi scal 2008, PHLY become a Tokio Marine Group company. The Kiln Group is one achieved growth in the challenging business environment in of the top-ranked insurance groups in the Lloyd’s insurance the US insurance market and is expected to continue showing market in term of its underwriting capacities. The Kiln Group a favorable performance in fi scal 2009. has been earning respect and recognition for its competitive The Tokio Marine Group will continue to consider M&A commercial line products and prominent underwriting discipline. opportunities if it can fi nd partners that possess the three indis- WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 13 BUSINESS02 REVIEW
pensable qualities described above and that can help to expand For the past twenty years, Tokio Marine & Nichido has been the overall corporate value of the Tokio Marine Group. an active supporter of youth activities by sponsoring swimming competitions. It also contributes to society through other activi- Forecasts for Fiscal 2009 and Shareholder Return Policy ties, such as breast cancer awareness campaigns. Amid uncertainty prevailing in the global economy and fi nan- cial markets, management has formulated the following fore- In Conclusion casts for fi scal 2009. From early on, Tokio Marine Holdings understood that it would It is expected that ordinary income will reach 3,320 billion not be easy to increase return on equity (ROE) solely through yen, a decrease of 183.1 billion yen. This is due primarily to a the Japanese non-life insurance business which requires consid- decline in income from variable annuity premiums at Tokio erable reserves in case of such natural disasters as typhoons Marine & Nichido Financial Life, and comes despite an increase and earthquakes. Accordingly, the business portfolio is being in income from net premiums written with the addition of strengthened with the addition of Japanese life insurance and Philadelphia Consolidated to the scope of consolidation in international insurance operations. With the understanding fi scal 2009. and approval of its shareholders, the Tokio Marine Group aims Ordinary profi t and net income are expected to increase to to increase capital effi ciency and pursue a management strate- 125 billion yen and 80 billion yen, respectively, on improvement gy targeting global growth. in investment income based on the assumption that market At an early stage, a robust business model was sought conditions will remain unchanged from the end of March 2009. allowing management to achieve the highest effi ciency in In order to maintain a solid capital basis, Tokio Marine resource allocation. In fi scal 2002, a holding company Holdings has ceased share repurchases. Its management will structure was adopted and Tokio Marine Holdings again consider resuming share repurchases when a stable rebound became a pioneer. Following suit, other companies in the insur- takes root in fi nancial markets, but in the meantime the distri- ance industry soon adopted holding company structures of bution of dividends will take priority. their own. The global fi nancial crisis in fi scal 2008 and 2009 was an Corporate Social Responsibility extraordinary event that led to a profound slump in the global Tokio Marine Holdings has proactively engaged in corporate economy and disrupted the balance of the business portfolio. social responsibility initiatives worthy of a global corporation. However, management believes the current mid-term corporate Global warming will have a major impact on future genera- strategy will lead to a restoration of profi tability in Japanese tions. Tokio Marine & Nichido announced its “Comprehensive non-life and life insurance businesses by fi scal 2011. The Tokio Program Concerning Global Warming” in November 2007, Marine Group aims to recreate a solid, high-margin business making a commitment to reduce the environmental impact of portfolio that is well suited to the new global insurance market. its business activities while developing and providing products Since its establishment 130 years ago, The Tokio Marine and services that respond to climate change. Group has taken a pioneering role in offering new products In addition, since 1999, the Tokio Marine Group has been and services that advance the insurance business to new fron- involved in the mangrove afforestation project, planting 5,901 tiers. This ability to innovate on its own accord has become an hectares of mangrove trees in Southeast Asia. The mangrove inseparable part of the DNA of all employees in the Tokio trees absorb large amounts of carbon dioxide, helping to pre- Marine Group. Together, we aim to increase our competitive- vent global warming. They also support the economies in ness under the guidance of the management strategy outlined which the trees are planted, and form a natural barrier that above, and embark on a new growth trajectory. protects people from tidal waves and other natural disasters. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 14 Tokio Marine Holdings, Inc. 2009 Annual Report Business Overview
(From April 1, 2008 to March 31, 2009)
During the fi scal year ended March 31, 2009, the Japanese Tokio Marine Holdings economy showed more serious signs of deterioration as turbu- On a non-consolidated basis, Tokio Marine Holdings, the hold- lence in the fi nancial markets triggered a global recession and a ing company for the Group, received business management decline in exports and sluggish consumer spending caused cor- fees amounting to 6.5 billion yen and dividends totaling 130.0 porate earnings to decrease signifi cantly. billion yen from its subsidiaries and affi liates, resulting in operat- In the insurance industry, property and casualty insurance ing income of 136.5 billion yen, ordinary profi t of 130.4 billion premiums decreased primarily because of lower automobile yen, and net income of 117.1 billion yen. sales volume, rate cut in compulsory automobile liability insur- The Company seeks to enhance the management of subsid- 02 ance and decreased goods fl ow. In the life insurance sector, the iaries by optimizing the allocation of management resources amount of newly signed insurance policies decreased due in and strengthening risk management and compliance through- part to the declining birthrate and aging population. out the Group. In this environment, the Tokio Marine Group (the “Group”) In addition, the Company changed its corporate name to has striven to be a “global corporate group offering quality that Tokio Marine Holdings, Inc. in July 2008 and has been pushing customers select.” While refl ecting upon previous errors found forward with the Group growth strategies on a global basis in connection with insurance underwritings and claim pay- under the brand name of “Tokio Marine,” which we believe to ments, the Group has thoroughly carried out initiatives that have wide recognition at home and abroad, aimed at increasing ensure proper operations and improve quality of business in overall corporate value. accordance with its three-year “Stage Expansion 2008” busi- ness plan which ended in the fi scal year ended March 31, 2009. Property and Casualty Insurance Business Despite this effort, Tokio Marine Holdings, Inc. (“Tokio Marine In the property and casualty insurance business, premiums writ- Holdings” or the “Company” or “We”) reported a signifi cant ten decreased in a diffi cult business environment. Profi tability of underachievement of its consolidated business results. As investments also fell signifi cantly due to turbulent market condi- described below, this was mainly due to impairment losses on tions caused by aggravation of the fi nancial crisis and worsen- securities resulting from turbulence in the fi nancial markets and ing of the real economy. declines in stock markets. The following represents the operating results of Tokio On a consolidated basis, ordinary income amounted to Marine & Nichido Fire Insurance Co., Ltd. (“Tokio Marine & 3,503.1 billion yen, a decrease of 206.9 billion yen from the Nichido”) for the fi scal year ended March 31, 2009. Net premi- previous fi scal year. The main components of ordinary income ums written were 1,813.4 billion yen, a year-on-year decrease were underwriting income of 3,130.0 billion yen and invest- of 5.2 percent. Ordinary profi t was 69.6 billion yen, a decrease ment income of 306.6 billion yen. of 114.3 billion yen, and net income was 71.1 billion yen, a Ordinary profi t decreased by 194.1 billion yen to -15.1 bil- decrease of 51.8 billion yen from the previous fi scal year. lion yen. Net income was 23.1 billion yen for the fi scal year With respect to the operating results of Nisshin Fire & ended March 31, 2009, a decrease of 85.6 billion yen from the Marine Insurance Co., Ltd. (“Nisshin Fire”) for the fi scal year previous fi scal year. ended March 31, 2009, net premiums written were 135.9 bil- lion yen, representing a decrease of 4.1 percent from the previ- ous fi scal year. Ordinary profi t was -16.1 billion yen, a decrease of 18.8 billion yen, and net income was -10.3 billion yen, a decrease of 12.2 billion yen. Major initiatives introduced in the property and casualty insurance business in the fi scal year ended March 31, 2009 were as follows. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 15 BUSINESS02 REVIEW
Tokio Marine & Nichido aims to maintain growth by offering In January 2009, the Company entered into a business and quality that customers select by ensuring its competitiveness capital alliance agreement with NTT FINANCE CORPORATION, through the improvement of the quality of products and servic- a subsidiary of NIPPON TELEGRAPH AND TELEPHONE es, the enhancement of customer contacts in the course of CORPORATION, and established “E. design Insurance insurance solicitation to claim payments and the realization of Preparatory Co., Ltd.” Upon approval of business commence- customer-friendly business processes as a whole. ment from the Financial Services Agency of Japan, this company Tokio Marine & Nichido focused on a new business renova- changed its name to “E. design Insurance Co., Ltd.” and tion project named “Drastic Reform of Business Processes” and launched business operations in June 2009. an establishment of “Multi-access.” The purpose of the new business renovation project is to provide high-quality services Life Insurance Business and enhance business effi ciency and customer-friendliness by With regard to the life insurance business, sales of whole-life streamlining insurance products, restructuring the system infra- insurance and cancer insurance remained robust. However, sales structure and renovating business processes. As the fi rst step of of variable annuity insurance declined mainly due to diminished this project, Tokio Marine & Nichido substantially simplifi ed auto risk tolerance for investments caused by turbulence in the fi nan- insurance, the core product of Tokio Marine & Nichido, and cial markets. transferred the administration of auto insurance policies to a As of March 31, 2009, Tokio Marine & Nichido Life new system infrastructure. Additionally, Tokio Marine & Nichido Insurance Co., Ltd. (“Tokio Marine & Nichido Life”) recorded reconfi gured its agency system in May 2008. In order to 19,074.5 billion yen in the amount of life insurance-in-force, an enhance its customer contacts in full cooperation with agents, increase of 1,076.7 billion yen from March 31, 2008, while the Tokio Marine & Nichido is engaged in an establishment of a fun- amount of newly signed life insurance was 2,506.1 billion yen, damental infrastructure called “Multi-access” that utilizes call a year-on-year increase of 15.8 percent. Ordinary profi t amount- centers and websites for insurance solicitation. ed to 5.5 billion yen, a decrease of 0.4 billion yen Furthermore, to improve the service quality of agents from the previous fi scal year. Tokio Marine & Nichido Life con- offered to customers, Tokio Marine & Nichido promoted the use tinued to set aside additional amounts into underwriting of TNet, a new agency system, and reinforced support to its reserve, seeking to meet the standard underwriting reserve agents by utilizing “Agent Compass,” which helps agents required under the Insurance Business Law of Japan. As a result, assess their managerial issues to be solved. Tokio Marine & net income amounted to 0 billion yen. Nichido also supported its agents to improve the quality of their As of March 31, 2009, Tokio Marine & Nichido Financial Life risk consulting services by an alliance with Secom Co., Ltd. Insurance Co., Ltd. (“Tokio Marine & Nichido Financial Life”) where Tokio Marine & Nichido and Secom Co. Ltd. developed recorded 2,642.2 billion yen in the amount of life insurance-in- an original home security system exclusively for customers of force, an increase of 306.3 billion yen from March 31, 2008, Tokio Marine & Nichido. The home security system is offered as although the amount of newly signed life insurance decreased part of the service menu of Tokio Marine & Nichido agents’ risk 12.8 percent from a year earlier to 443.0 billion yen. Ordinary consulting service that provides its customers with a preventa- profi t and net income amounted to 10.0 billion yen, an increase tive measure to ensure safety and security in combination with of 16.5 billion yen from the previous fi scal year, respectively. insurance, which ensure an assurance for post-accidents. Major initiatives introduced in the life insurance business in Nisshin Fire also continues to focus on improving its insur- the fi scal year ended March 31, 2009 were as follows. ance underwriting and claim payments to enhance business quality in the same manner as Tokio Marine & Nichido. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 16 Tokio Marine Holdings, Inc. 2009 Annual Report Tokio Marine & Nichido Life has been advancing the In March 2009, for 26.6 billion yen, the Company sold to “Second Inauguration Project,” centering on (1) reinforcement Banco Santander S.A. all its shares of a life insurance and pen- of sales channels in response to the change in business environ- sion affi liate in Brazil that were held through its Brazilian prop- ment, (2) renovation of business processes and (3) increased erty and casualty insurance subsidiary. promotion campaigns to gain wider recognition. It has also sought to provide improved customer support through a pro- Asset Management, Financial Services Business gram called “Cancer Prevention Campaign” offering medical and Other Businesses checkups to customers to detect cancer at early stages. During the fi scal year ended March 31, 2009, Tokio Marine & 02 Tokio Marine & Nichido Financial Life strengthened alliances Nichido closely evaluated individual investment cases in its man- with fi nancial institutions on over-the-counter sales of variable aged assets and carefully carried out risk management to main- annuity insurance and has sought to ensure sound business tain a sound fi nancial base. In addition, in order to meet management by utilizing reinsurance to enhance its risk payment obligations such as insurance claims and maturity management framework. refunds, Tokio Marine & Nichido continued its efforts to strengthen its asset liability management and ensure the fi nan- International Insurance Business cial security and liquidity of its assets. Major initiatives taken in the International insurance business in However, in the fi scal year ended March 31, 2009, the Tokio the fi scal year ended March 31, 2009 were as follows: Marine Group recorded large losses due to turbulence in the The Company acquired Philadelphia Consolidated Holding fi nancial markets and the decline in stock markets. Corp. (“PHLY”), a U.S. property and casualty insurance group, Specifi cally, the Company’s subsidiaries recorded impairment and made it a subsidiary of Tokio Marine & Nichido in December losses on securities of 98.8 billion yen, the major components of 2008. For the fi scal year ended December 31, 2008, PHLY which were impairment losses on domestic stocks of 37.0 bil- achieved steady revenue growth and recorded 145.1 billion yen lion yen and impairment losses on foreign securities, including in net earned premiums, an increase of 15.3 percent from the fund-related investments, of 53.3 billion yen. Impairment losses previous fi scal year. Through this acquisition, the Tokio Marine on securities recorded in the Company’s consolidated fi nancial Group has expanded the scale and earnings of its international statements were 162.2 billion yen, which includes an adjust- insurance business and established a solid foundation to oper- ment amount of 63.3 billion yen, recorded only for consolida- ate an extensive insurance business in the U.S., the largest prop- tion accounting purposes in accordance with the purchase erty and casualty insurance market in the world. method of accounting adopted for past business combinations. In December 2008, the Company established through Tokio Besides these impairment losses on securities, impairment Marine & Nichido a syndicate that assumes a principal role in losses relating to credit default swaps (CDS) and asset-backed insurance underwriting in the Lloyd’s insurance market in the U.K. securities (ABS) amounted to 14.2 billion yen and 38.4 billion We will strive to further develop our insurance business in Lloyd’s yen, respectively. through this syndicate in close cooperation with the Kiln Group, a The Company expanded its fi nancial services business, cen- U.K. insurance group the Company acquired in March 2008. tered on the asset management business. As for other business- Upon receiving an approval from the Chinese insurance es, the Company mainly engaged in risk consulting, elderly care authorities in November 2008, Tokio Marine & Nichido estab- and health related businesses. While all these businesses faced a lished a Chinese insurance subsidiary by reorganizing its diffi cult business environment amid the global fi nancial crisis Shanghai Branch. The subsidiary plans to set up branches and and recession in the fi scal year ended March 31, 2009, all group expand its insurance business in China. companies will seek to further strengthen their risk manage- ment measures. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 17 BUSINESS02 REVIEW
Initiatives for Prevention of Global Warming Under its management philosophy to place “customer trust In November 2008, Tokio Marine & Nichido became the fi rst at the base of all its activities,” the entire Tokio Marine Group fi nancial institution in Japan to be verifi ed by a certifi ed third- will endeavor to achieve further growth as a corporate group, party institution as “carbon neutral”. Tokio Marine & Nichido’s seeking growth characterized by high profi tability, sustainability carbon emission levels from its entire domestic operations were and soundness. completely offset by its absorption/reduction effect. This refl ects Note 1: Throughout this Business Overview, all amounts (including numbers of shares) are truncated and all ratios are rounded. Tokio Marine & Nichido’s efforts to reduce carbon dioxide emis- Note 2: The yen-denominated amounts of net earned premiums of PHLY are calculated sion from its operations, its purchase of green electricity, a man- at the exchange rate as of the end of December 2008. The business results of PHLY are not included in the consolidated statement of income of the Company grove afforestation project and its purchase/amortization of for the fi scal year ended March 31, 2009, since PHLY became a consolidated emission rights. subsidiary of Tokio Marine Holdings in December 2008. Note 3: The yen-denominated amount of sales price of shares of a life insurance and pension affi liate in Brazil is calculated at the exchange rate as of the end of December 2008. Issues Facing the Tokio Marine Group Note 4: The Company’s consolidated fi nancial statements have recorded the securities In the fi scal year ending March 31, 2010, the Japanese econo- held by the acquired companies, including The Nichido Fire and Marine Insurance Company, Limited, a predecessor company of Tokio Marine & Nichido, my is expected to face continued weak domestic and foreign and Nisshin Fire at the fair value as of the respective dates of acquisition in demand amid the global recession. accordance with the purchase method of accounting. Consequently, the book value of the relevant securities on the Company’s Given current economic conditions coupled with a declining consolidated fi nancial statements is greater than those on the two subsidiaries’ birthrate and aging population, the domestic insurance market individual fi nancial statements, and so are the impairment losses on the relevant securities. is not expected to grow and it remains an essential task for insurance companies to ensure profi ts. Beginning with the fi scal year ending March 31, 2010, the Company has been implementing a new three-year corporate strategy “Innovation and Execution 2011,” with a vision of becoming a “global corporate group maintaining growth by offering quality that customers select.” In accordance with the strategy, we aim to realize sustainable earnings growth that departs from the improvement of quality of products, services and business processes. We will also focus on the establishment of an optimal business portfolio by allocating management resources in business areas with high profi tability and growth potentials. Furthermore, in order to strengthen our business management and administration system on a global basis, we will enhance our risk management structure, including the establishment of infrastructure necessary for our risk-based management (through an ERM system), and cope with the global standardization of accounting principles and risk man- agement standards. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 18 Tokio Marine Holdings, Inc. 2009 Annual Report 03
03CORPORATE STRATEGY AND PROFILE
Corporate Strategy 20
Special Feature: International Business 24
Profi le of the Tokio Marine Group 28 WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 19 CORPORATE STRATEGY03 AND PROFILE
Corporate Strategy
Tokio Marine Holdings strives to increase the corporate value of conditions, Tokio Marine Holdings aims to build a secure posi- group companies through constant growth and development, tion from which it can enhance its competitiveness on a global simultaneously creating new value for society, customers and basis while providing products, services and business processes other stakeholders through strategic CSR management of group through group companies that are selected by customers for companies worldwide. their quality. Guiding the way is Innovation and Execution 2011, a three- year mid-term group corporate strategy that began in April 2009. In order to continue growing amid challenging business
Mid-Term Corporate Strategy Innovation and Execution 2011
In accordance with the mid-term corporate strategy “Innovation and Execution 2011,” the Tokio Marine Group (the “Group”) will aim to be a “global corporate group maintaining 1Outline growth by offering quality that customers select” and seek to maximize corporate value through two core strategies detailed below.
Mid-Term Vision (picture targeted for 2011)
A global corporate group maintaining growth by offering quality that customers select Targeted adjusted earnings: 220 billion yen, adjusted ROE: 6% or higher
Framework for mid-term corporate strategy
(1) Maintaining sustainable earnings growth through improvement of quality (2) Enhancing our global management structure Supporting the Risk-based Competitive strategies Competitive strategies Capital strategies overall management (ERM*) of the domestic of the international Asset management strategy insurance business insurance business Other group-wide strategies
Long-term vision (picture targeted by 2015) Top-tier global insurance group
*ERM: Enterprise Risk Management Quality encompasses all of the business activities of the Tokio Marine Group, extending to quality of products and services (conve- nience and ease of understanding), quality of business processes (accuracy and speed), and fi nancial quality (fi nancial soundness). Improving quality is essential to achieving sustainable earnings growth. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 20 Tokio Marine Holdings, Inc. 2009 Annual Report (1) Maintaining Sustainable Earnings Growth Through (2) Enhancing Our Global Management Structure Improvement of Quality We intend to build and enhance our global management struc- In order for the Tokio Marine Group to grow in a sustainable ture to provide all stakeholders with high value regardless of manner, we expect it will be necessary for all of the Group com- their country or their regional location and to more fl exibly uti- panies to innovate through the growth cycle illustrated below. lize management resources available within the Group on a We will endeavor to enhance stakeholder value in a sustainable global basis. manner in this way. In light of the fact that accounting standards and supervi-
Increase in customer value sory regulations covering the insurance business have been undergoing a process of revision, one of the activities we intend Improvement of quality to place a particular focus on is building the infrastructure need-
Increase in the number New investment in ed for enhancing our risk-based management (through an ERM of loyal customers products and services system). Improvement in profitability and capital efficiency Increase in social value Increase in employee value Increase in shareholder value The expansion and growth cycle through improvements of quality 03
Tokio Marine Holdings aims to achieve adjusted earnings of 220 billion yen and adjusted ROE Quantitative Vision of 6% or higher by the end of its mid-term corporate strategy in fi scal 2011. 2(Numerical Targets) Plans call for the core domestic non-life insurance business to account for more than half of adjusted earnings, and the expansion of both the international insurance business and domestic life insurance business. Tokio Marine Holdings will concentrate on building a business portfolio that strikes a balance among all operations. (Billions of yen) Business domains Fiscal 2007 results Fiscal 2008 results Fiscal 2009 projections Fiscal 2011 targets (quantitative vision) Domestic non-life insurance business 99.4 5.1 38.0 115.0 Tokio Marine & Nichido 100.2 16.9 49.0 115.0 Nisshin Fire (0.8) (10.7) 1.0 5.0 Other — (1.1) (12.0) (5.0) Domestic life insurance business 15.1 (57.2) 21.0 40.0 Tokio Marine & Nichido Life 29.1 (6.0) 24.0 35.0 Tokio Marine & Nichido Financial Life and others (13.9) (51.2) (3.0) 5.0 International insurance business 29.7 20.8 53.0 60.0 Non-life insurance business 24.6 23.2 53.0 57.0 Adjusted earnings Direct insurance 8.1 3.3 33.0 40.0 Reinsurance 16.5 19.9 20.0 17.0 Life insurance business 6.5 (0.7) 2.0 6.0 Financial & General businesses (1.0) (21.1) (6.0) 5.0 Group total 143.2 (52.5) 106.0 220.0 Group total ROE 3.5% (1.7%) 4.1% 6% or higher Note: In order to capture and enhance the corporate value of the Tokio Marine Group, targeted earnings and ROE are based on “adjusted earnings” which are calculated as follows. International insurance business totals exclude corporate expenses.
Defi nition of adjusted earnings* (2) Life insurance business (1) Property and casualty insurance business Adjusted earnings = Increase in embedded value - Capital transactions (withdrawals) Adjusted earnings = Net income + Provision for catastrophe reserves (For some life insurance companies, adjusted earnings is calculated on the same + Provision for reserves for price fl uctuations basis as other businesses below, with corporate expenses excluded from earnings) - Gains (losses) from sales or valuations of ALM bonds and interest rate swaps (3) Other businesses - Gains (losses) from sales or valuations of stocks and proper- Net income determined following to fi nancial accounting principles ties - Other special factors *All fi gures are after tax WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 21 CORPORATE STRATEGY03 AND PROFILE
Growth Strategies for Our Main Businesses
With regard to our domestic insurance business, the core business of the Group, we intend to Domestic Insurance further enhance our Group strengths. We will seek to achieve growth by gaining support from 1Business customers and strengthening our competitiveness, including improving customer contacts and maximizing strengths and synergies.
(1) Strong Customer Contact • to introduce a new agent management system “Agent
Tokio Marine & Nichido Fire Insurance Co., Ltd. (“Tokio Marine Compass” to support agents. (See note 1) & Nichido”), the core of our domestic insurance business, has • to develop and operate “Multi-access” platforms to diversify been implementing the “Business Renovation Project” involving the agents’ solicitation process. (See note 2) such activities as streamlining products and back-offi ce work *Note 1 Agent Compass is a management support model that visualizes agent manage- ment issues by quantitative and objective indicators, diagnoses the issues in line with the processes and promoting the introduction of “TNet,” a new business processes, and formulates effi cient and effective strategies. agency system. *Note 2 “Multi-access” is expected to be a set of platforms offered to Tokio Marine & Nichido’s agents for use in diversifying the solicitation process. Multi-access is expected Going forward, Tokio Marine & Nichido will seek to provide to offer agents a set of platforms, including a call-center, a web-based application plat- its customers with products and services through more customer- form and a customer-contact database structured using current technology. These plat- forms are expected to be tailored to Tokio Marine & Nichido’s agents so as to strengthen friendly business processes and to strengthen customer contacts. customer contacts and improve the quality ultimately offered to Tokio Marine & Nichido’s In order to achieve these goals, Tokio Marine & Nichido intends: customers.
Tokio Marine & Nichido is innovating and increasing efficiency in Business Renovation project its business processes by introducing new agent systems “TNet” and simplifying products and administrative work .
Agent management support making Agent Compass strengthens marketing and sales capabilities by the most of the Agent Compass analyzing and proposing solutions to agent management issues.
Multi Access increases customer satisfaction by using the latest Multi Access simplifies and in technology, such as contact history databases at call centers improves the speed of services and via the internet Enhance contact points
Provide safety and security consulting services through agents Growth through expansion of customer support
Enhance life and non-life insurance integrated management
(2) Maximizing the Group’s Collective Strength As customers’ needs for consulting services relating to secu- (including integrated life and non-life insurance offerings) rity and safety and to risk management also will increase, we Our customer needs are increasingly diversifying. More custom- expect our Group companies, including Tokio Marine & Nichido ers are purchasing insurance based on independent judgment Risk Consulting Co., Ltd. (operating risk consulting business), and full analysis rather than simply accepting insurance recom- Tokio Marine & Nichido Medical Service Co., Ltd. (operating mendations by sales agents. In order to meet our customers’ healthcare business) and Tokio Marine & Nichido Anshin expectations, we intend to offer an expanded insurance products Consulting Co., Ltd. (operating life planning support business), and services that will increasingly combine both life and non-life to be well positioned to meet the customer needs by utilizing insurance offerings. We believe the breadth of our insurance their own expertise and offering a variety of services with line is one of the strengths of our Group. innovative insurance features. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 22 Tokio Marine Holdings, Inc. 2009 Annual Report Due to the global fi nancial crisis, we expect that insurance customers will be increasingly International Insurance inclined to assess the fi nancial soundness of insurance companies in their decision-making. 2Business We believe that the fi nancial soundness our Group maintains will serve as a competitive edge in expanding and gaining support from customers across the world.
(1) Growth Strategy • We intend to continue developing our business with Japanese Kiln Group and Philadelphia Consolidated Holding companies abroad—which is an important pillar of our interna- We completed two large strategic acquisitions in 2008—acqui- tional insurance business. We will seek to upgrade our capabilities sition of Kiln Group and Philadelphia Consolidated Holding in responding to the needs of Japanese companies abroad by Corp. Currently, our focus is on achieving smooth integration of close collaboration with domestic insurance business counterparts. these companies into our Group and on achieving their on- M&A Strategy going business plan. As we move forward, we will develop a To enhance our medium-to-long-term growth potential, we synergistic strategy combining the strengths of those companies intend to continue evaluating M&A opportunities by taking the with the Tokio Marine Group. following three factors into consideration: Organic Growth Strategy (i) sound management • With regard to our non-life insurance business (including rein- (ii) robust business model; and 03 surance and large corporate properties), we intend to revise our (iii) high growth potential. insurance rates and underwrite new policies in line with the (2) Further Development and Reinforcement of Management changing business environment, taking account rising market Structure and Infrastructure rates and the tendency of customers to select insurance compa- Our international insurance business has undergone substantial nies based on their fi nancial soundness. change both in size and quality as a result of the M&A transac- • We intend to steadily develop our non-life and life insurance tions. We also plan to implement a global risk-based manage- businesses focused on individuals, including efforts to diversify ment system (ERM system) to further upgrade our management our product lineups and distribution networks for individuals in structure and improve our infrastructure. emerging markets, including Asia and Brazil.
Direction of Strategies
Smooth integration of Kiln and Philadelphia Enhancement of management control for Timely and adequate response to changes Consolidated and execution of business plans the entire international insurance business in market environment
To create an international insurance business portfolio with well balanced geographical diversification and sustainable profit growth
3Financial and General Businesses (1) Financial Business (2) General Business We will pursue initiatives to improve the Group’s business port- We will seek to actively develop our general businesses further folio and facilitate earnings growth by focusing on developing and create more value for insurance customers by identifying the asset management (fee) business and other capital-effi cient their continually diversifying needs and by delivering innovative businesses. security and safety-related products and services. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 23 CORPORATE STRATEGY03 AND PROFILE
Special Feature: International Business
Furthermore, in 2008, we completed two major acquisitions, Kiln and Philadelphia (PHLY), which enabled us to establish a strong presence in London and the U.S., the two key insurance markets of the world. These transactions have enabled us to establish a solid foundation from which to build sustainable profi ts within a well-balanced business portfolio. Shin-Ichiro Okada Those initiatives have led to a signifi cant growth in the over- Member of the Board Senior Managing Director all contribution that international business makes to our Group. Tokio Marine Holdings, Inc. In 2003, international insurance business accounted for a mere As the Japanese market matures, international insurance business 4% of the Group’s total adjusted earnings. This fi gure has has become our key business driver to achieve further growth increased to 6% and 21% in years 2005 and 2007 respectively. and profi tability for the entire Tokio Marine Group. It could be Our target is to grow the share of international insurance busi- also considered to be the key driving force for the overall growth ness to 27% by 2011, the fi nal year of the current mid-term of the Group; a unit which can produce sustainable profi ts corporate strategy. through the establishment of a globally diversifi ed portfolio. Share of International Insurance Business within the Group
Our international operation started in 1880, the following 4% year of the Group’s foundation, giving us 129 years of experi- ence in this business. Today, we have built an extended global 27% network spanning 399 cities in 36 countries and regions, with 14,600 staff working overseas. The original focus of the business was on serving Japanese corporate clients operating in Europe, the U.S. and other parts 2003 2011 Projections of the world. Since 2000, however, we have expanded our operations to indigenous markets mainly through strategic Looking towards the future, the biggest agenda item for our acquisitions in the emerging territories such as Asia. The objec- international insurance business is to continue profi table tive is for us to take advantage of the high potential growth in growth. The initiatives with the highest priorities are as follows: both the economy and insurance markets of these regions. • Kiln and PHLY: full execution of their business plans In addition, through taking full advantage of our competi- • Reinsurance / large commercial P&C business: tive strengths, such as superior credit rating and large capacity, increase of profi t through timely and adequate response to we have expanded our international reinsurance business. changes in market conditions Through the foundation of Tokio Millennium Re Ltd. in Bermuda • Personal lines and life insurance: expansion in emerging in 2000 and Tokio Marine Global Ltd. in London in 2005, we markets through diversifi cation of products and distribution have established a platform to generate profi table business. channels Breakdown of Net Premiums Written from With respect to M&A opportunities, we will continue to International Insurance Business investigate and take advantage of opportunities which fulfi ll our criteria. We also regard enhancement of management control Life Philadelphia 34% as an important element to maintain and enhance disciplined Life Insurance 11% operations which are the basis of profi tability and growth. The Kiln 11% areas that are particularly important are underwriting capabilities Reinsurance 10% North & and the establishment of ERM (Enterprise Risk Management) Asia 12% Central America 7% systems, which include full risk quantifi cation expertise. Europe 3% South America 12% Non-Life Through the execution of these initiatives, we expect to Non-Life Insurance 89% 2009 Projections contribute further to the overall growth of the Group. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 24 Tokio Marine Holdings, Inc. 2009 Annual Report Kiln Group
The launch of Syndicate 1880 within a year of Kiln’s acquisi- tion by Tokio Marine demonstrates strong evidence of the syn- ergy that exists between the businesses, combining Kiln’s superior underwriting expertise with Tokio Marine’s fi nancial strength and stability. It is expected that further benefi ts of this synergy will be realized through the exploitation of both com- panies’ competitive advantages. Charles Franks Group Chief Executive Offi cer Overview of Kiln Group Kiln was founded in 1962 by Robert Kiln, who at that time was • Corporate headquarters: London, the U.K. one of the leading lights in the reinsurance market at Lloyd’s. It • Major companies: is headquartered in London, and all its underwriting is done Holding company: Kiln Group Limited within the Lloyd’s insurance market. Managing agency: R J Kiln & Co Limited In addition to its headquarters in the U.K., Kiln has offi ces in (manages Kiln’s fi ve syndicates) Hong Kong, Singapore, South Africa and Belgium. There are • Overseas offi ces: 03 330 employees and net premiums written will be £450 million Hong Kong, Singapore, South Africa and Belgium in 2009. • Lines of business: Kiln is a leading player and one of the largest managing property, reinsurance, marine, aviation, life, accident & health agents in the Lloyd’s market, providing a specialist underwriting • Financial highlights (FY2009 Projections): service based on underwriting expertise and experience. Net Premiums Written: ¥63.1 billion Under the wing of Kiln Group Limited (the Group’s holding Adjusted Earnings: ¥4.8 billion company ), R J Kiln & Co Limited (the managing agency) is • Credit rating: responsible for decision-making in the underwriting of business S&P: A+ (as Lloyd’s), A.M. Best: A (as Lloyd’s) and the management of Kiln’s syndicates at Lloyd’s. Until 2008, Kiln had four syndicates, all writing specialist insurance. At the end Competitive Advantages of 2008, Kiln launched a new syndicate known as 1880, which • One of the most prestigious brands in the Lloyd’s market is fully capitalized by Tokio Marine, and which brings the num- • A high degree of professionalism and underwriting skills ber of syndicates under management to fi ve. • Professional underwriters In summary, Kiln is noted for (1) a high degree of profes- sionalism and highly developed underwriting skills; (2) custom- er-oriented management responding appropriately and quickly to customer needs based on long-term relationships with cus- tomers; and (3) management principles based on continuity, consistency and integrity. These values, including that of cus- tomer-oriented management, are values which Tokio Marine and Kiln hold in common. The combination of Kiln’s fi rst-class underwriting skills, its underwriting discipline, and its strong brand in the London Market, together with the Tokio Marine’s superior credit rating, large capacity and global network has the clear potential to achieve a signifi cant strengthening in the underwriting of direct The Lloyd’s building in London and reinsurance business in the global corporate fi eld across the Group, as well as establishing a stronger foundation for the growth of profi table business. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 25 CORPORATE STRATEGY03 AND PROFILE
Philadelphia Insurance Companies
By becoming a member of the Tokio Marine, superior credit rating and solid fi nancial ground will allow PHLY to compete actively with the larger companies in the U.S. market, and pro- actively expand its business.
Overview of Philadelphia Insurance Companies • Corporate headquarters: Bala Cynwyd James J. Maguire, Jr. (suburbs of Philadelphia), Pennsylvania, the U.S. President & Chief Executive Offi cer • Major companies: Philadelphia Insurance Companies (PHLY) was founded in 1962 Holding company: Philadelphia Consolidated Holdings Corp. as a general agency by Mr. James J. Maguire, the current chair- Insurance company: Philadelphia Indemnity Insurance Company man. In 1993, it became a public company on NASDAQ. It now Philadelphia Insurance Company has become the top performer in the U.S. P&C insurance • Offi ce network: market, continuously demonstrating profi table growth. 48 regional and fi eld offi ces across the U.S. PHLY’s success is founded on a strategy which selects and • Line of business: focuses the underwriting of a basket of risks for profi table niches mainly in mid / small commercial (such as non-profi t social service industry, schools, and religious (specialty products focused on targeted niches) organizations). Through adherence to this strategy, PHLY has • Financial highlights (FY2009 Projections): achieved dramatic growth with a current network of 48 offi ces Net Premiums Written: ¥188.6 billion and 1,400 employees. Its net premiums written will be $1.9 Adjusted Earnings: ¥25.4 billion billion in 2009. • Credit rating: The fi rst and the most distinguishing characteristic about S&P: AA-, A.M. Best: A+ PHLY is its talented professionals, who work hard every day to provide quality products and services. They focus on Competitive Advantages providing service to customers at the highest level in the • Designing insurance products with value-added coverages insurance business. and services Secondly, the company has a very good business model. It • Marketing through multiple distribution channels has multiple channels of distribution through which its products • Clients less exposed to economic trend as follows; are offered and it proactively brings new business into the * Non profi t & social service organizations company by working in tandem with independent agents * Schools & medical facilities and brokers. * Sports facilities Thirdly, it utilizes advanced technology to provide its * Auto related (rental cars, classic cars, etc.) * Professionals (accountants, etc.) customers with the best quality products and services available in the market. The business process from marketing through underwriting and claim service is completely paperless. In addition, another unique aspect of PHLY is its community involvement. The spirit of voluntary work has been a part of its culture since its founding. PHLY is a sponsor of the Philadelphia Triathlon. Members of the company take part as triathletes, and the proceeds that they give and raise from these races go to charities. PHLY is a big supporter of the Children’s Hospital of Philadelphia, The Leukemia Association, the Red Cross Association and many other charitable associations.
Corporate headquarters of PHLY in Bala Cynwyd WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 26 Tokio Marine Holdings, Inc. 2009 Annual Report Asia
Tokio Marine has actively expanded in Asian market since 2000, Shanghai. In India, which is another booming market, we plan one of the fastest growing markets in the world, mainly to expand business with emphasis on the bottom-line, consider- through strategic acquisitions. In particular, the acquisition of ing the current challenging market conditions mainly caused by Asia General Holdings (AGH) Group, which operates non-life the elimination of tariffs. In Singapore and Malaysia, we will and life insurance business in Singapore and Malaysia, has strive to balance the growth of both non-life and life by utilizing signifi cantly enlarged the scale of our Asian operation. the platform we acquired from AGH. Net premiums written from Asia in 2009 is expected to While the current size of Asian market is rather small com- reach ¥64.4 billion* from non-life and ¥59.0 billion from life. pared to markets in Europe and the U.S., we intend to further Adjusted earnings in 2009 will be ¥6.4 billion* from non-life enhance the business development in this region in expectation and ¥1.5 billion from life, which accounts for 15% of the of its large growth potential. international insurance business portfolio. * The fi gures include Oceania. Major Operations in Asian Region One of the characteristics of our Asian business is the wide and diversifi ed network extended throughout Asia, managed by regional headquarters established in Singapore. Another South Korea unique aspect is that we operate both non-life and life business 03 in this region, whereas in other parts of the world our operation China is predominantly non-life. Our non-life insurance operations are in 12 countries and regions including China, India and ASEAN Taiwan countries, which focus on both local and Japanese related busi- Hong Kong India ness. Life insurance operation is in 4 countries, namely China, Philippines Thailand, Malaysia and Singapore. Thailand Vietnam We plan and execute strategies suited to each market depending on its stages of market development. In China, Malaysia which is expected to grow into a huge market in the near Singapore future, we intend to achieve growth and profi tability by expand- Non-life Insurance Operation Indonesia ing branch network through newly established subsidiary in Life Insurance Operation
Asia Non-life (JPY in billions) Net Premiums Written Adjusted Earnings
70 64.4 7 6.4 58.1
35 3.5 3.4
0 0 2006 2009 projections 2006 2009 projections
2009 fi gures include intra-group reinsurance accounts. Asia Life (JPY in billions) Net Premiums Written Adjusted Earnings
70 2 59.0 1.5
35 0
14.2 -1.8 0 -2 2006 2009 projections 2006 2009 projections Tokio Marine Centre in Singapore (will be completed in 2010) WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 27 CORPORATE STRATEGY03 AND PROFILE
Profile of the Tokio Marine Group
Tokio Marine Holdings Business Description Tokio Marine Holdings is responsible for establishing and overseeing strategies for the entire group, managing the group’s capital, and preparing consolidated fi nancial statements. In addition, the holding company oversees subsidiaries to ensure that their compliance, inter- nal auditing, risk management and other activities are consistent with the group’s basic policies. As the publicly owned company rep- resenting the Tokio Marine Group, the holding company also han- dles investor relations, public relations, and corporate social responsibility for the group. The holding company takes the lead in maximizing corporate value. One way is by establishing medium- and long-term strategies. The company also allocates resources to business fi elds with the best prospects for profi tability and growth. Collectively, these activi- ties drive constant reforms of the group’s business portfolio and help capture synergies from the various businesses of subsidiaries.
Companies in which Tokio Marine Holdings Directly Invests
(As of July 1, 2009)
Tokio Marine & Nichido Fire Insurance Co., Ltd.
Nisshin Fire & Marine Insurance Co., Ltd.
E. design Insurance Co., Ltd.
Tokio Marine & Nichido Life Insurance Co., Ltd.
Tokio Marine & Nichido Financial Life Insurance Co., Ltd.
Millea Nihon Kosei SS Insurance Co., Ltd.
Tokio Marine & Nichido Anshin Consulting Co., Ltd. Tokio Marine Holdings, Inc. Tokio Marine & Nichido Career Service Co., Ltd. (listed holding company) Tokio Marine Nichido Samuel Co., Ltd.
Tokio Marine & Nichido Facilities, Inc.
Tokio Marine & Nichido Medical Service Co., Ltd.
Tokio Marine & Nichido Risk Consulting Co., Ltd.
Millea Mondial Co., Ltd.
Tokio Marine Property Investment Management, Inc.
Tokio Marine Seguradora S.A.
Tokio Marine Asia Pte. Ltd.
Tokio Marine Bluebell Re Limited WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 28 Tokio Marine Holdings, Inc. 2009 Annual Report Business Domains of the Tokio Marine Group and Main Group Companies
(As of July 1, 2009)
[Risk consulting business] Tokio Marine & Nichido Risk Consulting Co., Ltd. [Comprehensive personnel services business] Tokio Marine & Nichido Fire Insurance Co., Ltd. Tokio Marine & Nichido Career Service Co., Ltd. Nisshin Fire & Marine Insurance Co., Ltd. [Facility management business] E. design Insurance Co., Ltd. Tokio Marine & Nichido Facilities, Inc. Millea Nihon Kosei SS Insurance Co., Ltd. [Total healthcare consulting business] Tokio Marine & Nichido Medical Service Co., Ltd. Tokio Marine & Nichido Life Insurance Co., Ltd. [Senior citizen-related business] Tokio Marine & Nichido Financial Life Insurance Co., Ltd. Tokio Marine Nichido Samuel Co., Ltd. Tokio Marine Nichido Better Life Service Co., Ltd. Domestic Non-life [Assistance business] Insurance Business Millea Mondial Co., Ltd. [Insurance agent business] Tokio Marine & Nichido Anshin Consulting Co., Ltd., and others General Business Domestic Life Insurance Business 03 Customers
Financial Business (Investment advisory and investment trust services) International Insurance Business Tokio Marine Asset Management Co., Ltd. Philadelphia Consolidated Holding Corp. (Private equity investment services) Tokio Marine Management, Inc. Tokio Marine Capital Co., Ltd. Tokio Marine Seguradora S.A. (Derivatives and securities services) Tokio Marine Europe Insurance Limited Tokio Marine Financial Solutions Ltd. Tokio Marine Asia Pte. Ltd. (Real estate investment advisory services) Tokio Marine Property Investment Management, Inc. The Tokio Marine & and others Nichido Fire Insurance Company (China) Limited Tokio Millennium Re Ltd. Tokio Marine Global Ltd. Kiln Group Limited Overseas Network Tokio Marine Bluebell Re limited (As of March 31, 2009) and others
Overseas offi ces:
Located in 399 cities in 36 countries and regions Expatriate staff: 173 Local staff: Approximately 14,600
Claims agents:
Located in 250 countries and regions WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 29 CORPORATE STRATEGY03 AND PROFILE
Main Insurance Business Companies
Tokio Marine & Nichido Fire Insurance Co., Ltd. In October 2004, Tokio Marine & Nichido Fire Insurance Co., Ltd. was founded as a leading company in the domestic non-life insurance industry, formed through the merger of Tokio Marine and Nichido Fire, with their histories of 125 and 90 years respectively. Tokio Marine & Nichido has unrivaled strengths in the area of product and service development and risk consulting backed by sound fi nancial strength and a high level of specialized expertise, and in its superior network of agents, its claims set- tlement service network and its worldwide network. We properly manage our busi- ness from the customer’s point of view, aiming to be chosen for our quality and aspiring for steady growth.
Company Profi le (As of March 31, 2009) Established: August 1, 1879 Capital: ¥101.9 billion Net premiums written: ¥1,813.4 billion Total assets: ¥8,413.4 billion Number of employees: 15,747 Headquarters: 1-2-1, Marunouchi, Chiyoda-ku, Tokyo, Japan Telephone: 81-3-3212-6211 Website: http://www.tokiomarine-nichido.co.jp/
Nisshin Fire & Marine Insurance Co., Ltd. With an emphasis on the domestic retail market, Nisshin Fire, a non-life insurer, carries out its marketing activities fi rmly rooted in the communities. Aiming to be a leading player as the “Customer-oriented company” in the non-life insurance industry, the Company endeavors to enhance its business quality by reviewing every business activi- ty from customers’ perspective and making improvements such as development of tools to help customers easily understand its products and introduction of its unique agency commission system. With July 2008 marking the 100th anniversary of the Company, Nisshin Fire will continue to deliver customer-oriented security and compen- sation with the goal of becoming the most trusted retail non-life insurance company.
Company Profi le (As of March 31, 2009) Established: June 10, 1908 Capital: ¥20.3 billion Net premiums written: ¥135.9 billion Total assets: ¥443.0 billion Number of employees: 2,746 Headquarters: 2-3 Kanda Surugadai, Chiyoda-ku, Tokyo, Japan Telephone: 81-3-3292-8000 Website: http://www.nisshinfi re.co.jp/ WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 30 Tokio Marine Holdings, Inc. 2009 Annual Report Tokio Marine & Nichido Life Insurance Co., Ltd. Tokio Marine & Nichido Life plays a key role in the domestic life insurance business, one of the core businesses of the Tokio Marine Group. Since opening in 1996 with “Customer-oriented life insurance business” as its basic philosophy, the Company has provided innovative life insurance products that suit customers’ needs through its strong sales channels of agents and Life Partners, resulting in its considerably remarkable growth that had hardly been seen among competitors. Tokio Marine & Nichido Life seeks to become the “Insurer most trusted by customers and agents in Japan” by appropriately responding to diversifying customers’ needs and working to implement further innovations in its business model.
Company Profi le (As of March 31, 2009) Date of foundation: August 6, 1996 Capital: ¥55.0 billion 03 Total policy amount in force (individual insurance + individual annuities): ¥15,914.4 billion Total assets: ¥3,082.4 billion Number of employees: 2,017 Headquarters: 5-3-16 Ginza, Chuo-ku, Tokyo, Japan Telephone: 81-3-5537-6555 Website: http://www.tmn-anshin.co.jp/
Tokio Marine & Nichido Financial Life Insurance Co., Ltd. As a life insurance company specializing in variable annuities insurance and variable insurance, Tokio Marine & Nichido Financial Life plays a vital role in the Tokio Marine Group, seeking to achieve the vision described by the Group’s corporate philosophy of “Providing the safety and security necessary in order to contribute to the continuing economic aspirations of an affl uent and comfortable society.” With customer trust at the base of all its activities, the Company endeavors to provide products that satisfy its customers and services from the customer’s point of view.
Company Profi le (As of March 31, 2009) Date of foundation: August 13, 1996 Capital: ¥48.0 billion Total policy amount in force (individual insurance + individual annuities): ¥2,642.2 billion Total assets: ¥1,964.1 billion Number of employees: 363 Headquarters: ThinkPark Tower, 2-1-1, Osaki, Shinagawa-ku, Tokyo, Japan Telephone: 81-3-6420-4000 Website: http://www.tmn-fi nancial.co.jp/ WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 31 04MANAGEMENT SYSTEM
Basic Policies for International Controls 33
Corporate Governance 35
Compliance 36 04 Information Management 38
Risk Management 39
Corporate Social Responsibility 41
Internal Audit 44
Disclosure and Investor Relations 45 WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 32 Tokio Marine Holdings, Inc. 2009 Annual Report MANAGEMENT04 SYSTEM
Basic Policies for Internal Controls
Tokio Marine Holdings, based on the Corporation Law and its (d) The Company shall establish reporting rules to be used enforcement regulations, operates internal control systems in in the event of violations of laws or internal rules by a accordance with the following Basic Policies for Internal subsidiary and, a part from the usual reporting route, set Controls that were approved by its Board of Directors. up hotlines (an internal whistle-blower system) within the In accordance with the Companies Act of Japan and the Group while keeping the offi cers and employees of the Enforcement Regulations of the Companies Act of Japan, the Group companies informed as to the use of the system. Company has adopted basic policies for internal controls as (2) The Company shall establish the Group’s basic policy for described below. responding to antisocial factions and groups, and respond, in an organized and uncompromising manner and in associa- 1. System for Ensuring That Business Operations within the Tokio tion with such professionals as lawyers and the police, to Marine Group Are Appropriate antisocial factions and groups which threaten the order and As a holding company presiding over the businesses of the safety of civil society. Group, Tokio Marine Holdings shall, as appropriate, exercise its (3) The Company shall perform an effective internal audit using rights as a shareholder of its subsidiaries in a manner consistent an internal audit division that is independent from other with the goal of maximizing the Group’s corporate value. In divisions. In addition, the Company shall establish the basic accordance with the “Tokio Marine Holdings, Inc. Group internal audit policies of the Group, require its subsidiaries to Company Management Policies,” the Company shall prescribe perform an effective internal audit, monitor the implementa- the Group’s business strategies and various basic policies that tion of the internal audit, the status of the internal controls form the foundation of the Group’s business management. system and so forth and report the results thereof to the Furthermore, the Company shall enter into management agree- Board of Directors. ments with each subsidiary that include the identifi cation of important matters requiring the Company’s prior approval, such 3. System Regarding Risk Management as the subsidiaries’ business strategies and plans, thereby (1) The Company shall formulate basic policies for risk manage- enabling the Company to manage the businesses of its subsid- ment of the Group and require each subsidiary to carry out 04 iaries. The management of indirectly-owned subsidiaries shall its own risk management with respect to the operations of generally be conducted through their direct parent companies. its business. (2) The Company shall perform risk management of the entire 2. System for Ensuring That Professional Duties Are Performed in Group by establishing a Risk Management Committee that Accordance with the Laws and the Articles of Incorporation deliberates on important matters concerning the risk man- (1) The Company shall establish the Group’s basic policy relating agement of the Group, as well as by establishing a unit that to the promotion of compliance and implement a system for controls risk management, thereby capturing a sense of risk ensuring compliance of the Group. levels across the entire Group. The fundamental processes (a) The Company shall formulate a Code of Conduct and for carrying out risk management are risk identifi cation, risk ensure that the offi cers and the employees of the Group understand that top priority should be given to compliance evaluation, risk control, creation of a contingency plan and in all phases of business activity with the Code of Conduct. monitoring and reporting on risk management performance. (b) The Company shall establish a division that oversees The Company shall implement appropriate processes compliance issues, as well as a Compliance Committee, to depending on the type of business operations and the risk discuss important issues regarding the promotion of compli- characteristics of a subsidiary and shall report on the status ance within the Group. The Company shall also monitor of implementation of risk management to the Board of progress toward compliance by the Group and report the Directors. results thereof to the Board of Directors. (3) The Company shall formulate the policies regarding the (c) The Company shall require each of its subsidiaries to pre- integrated risk management and perform quantitative risk pare a compliance manual and provide training on laws and management of the entire Group to maintain the Group’s internal rules that must be observed by the offi cers and credit rating and to prevent bankruptcy. employees of such subsidiary with a view toward enhancing compliance. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 33 MANAGEMENT04 SYSTEM
4. System for Ensuring That Professional Duties Are Performed (b) Corporate auditors shall attend meetings of the Board of Effi ciently Directors and other important meetings or committees such (1) The Company shall formulate a medium-term management as the management meetings and express their plan and an annual plan for the Group (including numerical opinion. Furthermore, minutes of important meetings and targets, etc.), monitor the status of plan implementation at other important documents relating to decisions approved by subsidiary levels and report the results thereof to the Board directors shall be shown to corporate auditors at any time of Directors. upon request from corporate auditors. (2) The Company shall establish rules regarding the exercise of (c) Status of the hotline operation and important reporting authority in order to realize effi cient business performance and consultation matters shall be reported regularly to cor- by means of division of responsibilities and a chain of com- porate auditors. mand. At the same time, the Company shall construct an (d) Directors and employees shall explain matters concerning appropriate organizational structure to achieve its business the operation of their businesses at any time upon request purpose. from corporate auditors. (2) Matters concerning employees assisting with the auditing 5. System for Protecting the Customers’ Interest duties of corporate auditors, including matters concerning The Company shall establish the Group’s basic policies for pro- such employees’ independence from directors tection of customers’ interest and implement a system for pro- (a) In order to assist corporate auditors in carrying out their tecting customers’ interest, thereby ensuring customer-oriented duties, the Company shall establish a secretariat under the operation and the protection of customers’ interest. direct control of corporate auditors. Upon request from corporate auditors, the Company shall assign full-time staffs 6. System for Keeping and Managing Information with Respect who have the knowledge and ability to assist the audit. to Directors’ Performance of Duties (b) The staffs assigned to the secretariat of corporate audi- tors shall perform their assigned tasks ordered by corporate The Company shall establish rules on keeping and managing auditors and other work that is required to assist the audit, documents and so forth. The minutes of important meetings, and such staffs shall have the right to collect the necessary other important documents and so forth, including information information. on the performance of directors’ duties, shall be properly kept (c) The performance evaluation and transfer of, and disciplin- and managed in accordance with such rules. ary action against, such staffs shall be carried out with the approval of the standing corporate auditors. 7. System for Ensuring the Appropriateness and Reliability of (3) Coordination with corporate auditors of subsidiaries Financial Reporting Corporate auditors shall, based on audit standards and so The Company shall establish the necessary system to ensure the forth, request corporate auditors of subsidiaries to report appropriateness and reliability of fi nancial reporting of the regularly on important matters regarding the respective Group, monitor the effectiveness of the system on a periodic subsidiaries, such as the audit policy, audit status, audit basis and report the results thereof to the Board of Directors. results and so forth and shall endeavor to closely work with corporate auditors of subsidiaries in order to perform 8. System Regarding Audits by Corporate Auditors effective auditing. Additionally, corporate auditors shall (1) System of reporting to corporate auditors receive updates from directors or employees of subsidiaries (a) Directors shall regularly report the status of management, on the status of their duties at the respective subsidiaries fi nancial condition, compliance, risk management, internal as necessary. audit and so forth to corporate auditors, and when, in con- Adopted on May 2, 2006 nection with execution of their functions, they fi nd any Revised on December 17, 2007 material violation of laws or internal rules or any other Revised on July 1, 2008 condition or fact that may cause considerable damage to the Company, they shall immediately make a report thereof to corporate auditors. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 34 Tokio Marine Holdings, Inc. 2009 Annual Report Corporate Governance
Corporate Governance Policies fi ve. As a general rule, a majority of the corporate auditors shall Tokio Marine Holdings, Inc. (the “Company”), in line with the be outside corporate auditors. Tokio Marine Group Corporate Philosophy, is committed to the continuous enhancement of corporate value by fulfi lling its 3. Nomination Committee and Compensation Committee responsibilities to shareholders, customers, society, employees (1) Responsibilities of the Nomination and Compensation and other stakeholders. For this purpose, the Company hereby Committees establishes a sound and transparent corporate governance The Company shall have a Nomination Committee and a system and, as a holding company, aims to exercise appropriate Compensation Committee to serve as advisory bodies to its control over the Tokio Marine Group companies. Board of Directors. Tokio Marine Holdings corporate governance policies shall The Nomination Committee shall deliberate on the following be reviewed and amended as necessary to adapt to changes in matters and report to the Board of Directors: the business environment. • The appointment and dismissal of directors (including non- members of the board) and corporate auditors of the Company and its principal business subsidiaries (*); and I. • The criteria for the appointment of directors (including non- Management Organization members of the board) and corporate auditors of the Company 1. The Board of Directors and its principal business subsidiaries. (1) Responsibilities of the Board of Directors and its Members The Compensation Committee shall deliberate on the following The Board of Directors is responsible for decisions on important matters and report to the Board of Directors: matters relating to the execution of the Company’s business, for • Evaluation of the performance of directors (including non- supervising the performance of individual directors, and estab- members of the board) of the Company and its principal busi- lishing an effective internal control system. In addition, as the ness subsidiaries; and Board of Directors of a holding company, it is responsible for • The compensation system for directors (including non-mem- determining medium- to long-term business strategies and vari- bers of the board) and corporate auditors of the Company and 04 ous basic business policies for the Tokio Marine Group. its principal business subsidiaries Each director shall endeavor to enable the Board of Directors (*) The term “business subsidiary” refers to companies in which the Company directly holds a majority of the voting rights. to fulfi ll these responsibilities and functions. (2) Composition of Nomination and Compensation Committees (2) Composition of the Board of Directors The Nomination Committee and the Compensation Committee The number of directors shall generally be approximately ten shall generally each consist of approximately fi ve members. As a members, of whom, as a general rule, at least three shall be general rule, a majority of the members of each committee shall outside directors. be selected from outside of the Company, and the chairman of (3) Directors’ Term of Offi ce each committee shall be one of the outside members. Directors shall be appointed for a term of offi ce of one year. Directors may be re-appointed.
2. Corporate Auditors and the Board of Corporate Auditors II. Compensation System for Directors and Corporate Auditors of (1) Responsibilities of Corporate Auditors and the Board of the Tokio Marine Group Corporate Auditors (1) Compensation of Directors and Corporate Auditors of the Corporate auditors, as an independent body entrusted by share- Company holders, shall audit the performance of directors, with the aim Compensation for full-time directors (including non-members of to ensure sound and fair management and accountability. the board) consists of three elements: fi xed compensation; Corporate auditors shall endeavor to conduct a high quality bonuses related to the business performance of the Company audit in accordance with the regulations of the Board of and the performance of the individual; and stock options. Corporate Auditors, auditing standards, auditing policies and Compensation for corporate auditors and part-time direc- auditing plans determined by the Board of Corporate Auditors. tors consists of two elements: fi xed compensation and stock (2) Composition of the Board of Corporate Auditors options. The number of corporate auditors shall generally be around WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 3535 MANAGEMENT04 SYSTEM
(2) Compensation of Directors and Corporate Auditors of and the Company shall manage its subsidiaries through the Principal Business Subsidiaries establishment and operation of a governance system based on The compensation system for directors (including non-members these basis terms. of the board) and corporate auditors of the Company’s principal (2) Evaluation of Business Results of the Business Subsidiaries business subsidiaries shall generally be identical to that applied The Company shall evaluate the business results of each busi- to directors (including non-members of the board) and corpo- ness subsidiary of the Tokio Marine Group on an annual basis, rate auditors of the Company. comparing actual results with previously determined business results indices. The results of such evaluations shall be consid- ered in the determination of the compensation for the directors III. (including non-members of the board) and corporate auditors Corporate Governance of Subsidiaries of each business subsidiary. Adopted on May 27, 2005 (1) Governance System Revised on July 5, 2007 In the “Basic Policies for Internal Controls,” the Company shall Revised on December 17, 2007 prescribe basic terms for the management of the business sub- Revised on July 1, 2008 sidiaries, systems relating to the promotion of compliance, risk Revised on June 29, 2009 management and internal auditing of the Tokio Marine group, The Board of Directors of Tokio Marine Holdings, Inc.
Compliance
Declaration of Commitment to Compliance shall strive to understand the applicable rules and fully comply The Tokio Marine Group is committed to the continuous with them. enhancement of its corporate value, with customer trust at the Non-compliance with this Code of Conduct, applicable laws, base of all its activities. Strict compliance is at the heart of our rules and regulations and internal rules are subject to appropri- corporate philosophy. The Tokio Marine Group Code of ate action, including investigation, corrective action, reporting Conduct is a compilation of important matters that must be to the supervising authorities, disciplinary action against parties strictly observed. We, the directors, offi cers and employees of concerned and measures against recurrence, in accordance with the Tokio Marine Group companies, promise to prioritize com- the internal rules of each Tokio Marine Group company. pliance in the conduct of business activities in accordance with the Code of Conduct. Basic Principles 1. Compliance Shuzo Sumi We shall comply with applicable laws, rules and regulations and President internal rules, engage in free and fair competition and conduct fair and equitable business activities in conformity with social norms. Tokio Marine Group Code of Conduct 1-1 Compliance The Tokio Marine Group Code of Conduct sets forth ethical We shall strictly comply with applicable laws, rules and regula- standards that are essential for translating its corporate philoso- tions and internal rules. phy into action, and shall be prioritized in all aspects of our 1-2 International Rules and Local Laws business operations and activities. The rules which we must obey are not restricted to those appli- We, the directors, offi cers and employees (including tempo- cable in Japan. We shall obey international rules and local laws, rary staff members) of the Tokio Marine Group companies, shall rules and regulations in the countries where Tokio Marine obey applicable laws, rules and regulations and internal rules Group companies operate. We shall also respect the traditions and conduct fair and equitable business activities within social and cultures in such countries. norms. In order to conduct our business in a fair manner, we 1-3 Free and Fair Competition We shall conduct our business in compliance with antitrust, WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 36 Tokio Marine Holdings, Inc. 2009 Annual Report competition and free trade laws. We shall not undertake any 3. Appropriate Actions of and High Transparency in Management action that hampers free and fair competition, including collusion We shall take appropriate management actions and strive to and cartel formation. We shall abstain from any act falling under realize a high standard of transparency in our management. “unfair trade practices” such as overreaching. We shall be mind- 3-1 Appropriate Transaction ful of regulations applicable to the activities of trade associations. We shall maintain sound relationships with clients and engage 1-4 Confl icts of Interest in appropriate and fair transactions. We shall not tolerate any action pursuing our personal or a third 3-2 Public Disclosure party’s interests against our respective company’s legitimate An appropriate disclosure of management information is very interests. important from the view point of enhancing customer trust. We 1-5 Insider Trading intend to enhance our shareholders’, investors’ and customers’ We shall not buy or sell securities of any company while in pos- understanding of our management. We shall make full, fair, session of material, nonpublic information (known as “inside accurate, timely and understandable disclosure of information, information”) regarding the subject company in violation of including, but not limited to, information included in reports securities related laws, rules or regulations. This rule applies not and documents that Tokio Marine Holdings, Inc. fi les with or only to the securities of Tokio Marine Holdings, Inc. but also to submits to any regulatory bodies and in other public communi- those of other companies. Without authorization, we shall not cations made by Tokio Marine Holdings, Inc. pass inside information to any other person. 3-3 Accurate Information 1-6 Intellectual Properties For the purpose of a full, fair, accurate, timely and understand- We shall respect and not infringe upon intellectual property rights able disclosure of information, all records, data and information of third parties, including copyrights, trademarks and patents. owned, used and managed by us should be accurate and com- 1-7 Working Environment plete. We shall cooperate fully with any appropriately autho- We shall comply with labor-related laws, rules and regulations rized internal and external auditing and inspection. and maintain a safe and proper working environment. 3-4 Confi dential Information In accordance with applicable internal rules, we shall protect the 2. Social and Political Issues confi dentiality of nonpublic information and not disclose such 04 We shall maintain proper conduct in social and political activities. information to anyone who is not authorized to receive it. In 2-1 Anti-social Forces addition, we shall not use any such information for the benefi t If we succumb to anti-social forces, including, but not limited to, of anyone other than Tokio Marine Group companies. criminal organizations, sokaiya (professional extortionists at shareholders’ meeting) or terrorist groups, it would result in 4. Respect for Human Rights and the Environment encouraging anti-social activities. In full recognition of our social We shall respect the human rights of our customers, directors, responsibility, we, together with all Tokio Marine Group compa- offi cers, employees and all other people, and respect the global nies, shall maintain a fi rm stand against all anti-social forces, and environment in all of our activities. we shall strive to prevent money laundering by endeavoring to 4-1 Anti-discrimination thoroughly identify transaction parties and by responding appro- Human rights are values widely recognized around the world, priately to transactions in which we suspect criminal involvement. and any discrimination on grounds of sex, age, profession, 2-2 Political Activities, Political Funding nationality, race, thought, creed, religion, social status or birth We shall comply with applicable laws, rules and regulations as well as any act constituting an infringement of human rights regarding public elections, political activities as well as political should never be tolerated. funds and donations, and we shall always maintain our posture 4-2 Anti-harassment toward fairness. Sexual or any other kind of harassment or intimidation should 2-3 Gifts and Entertainment never be tolerated. We shall not accept money, goods and other inappropriate or 4-3 Private Information unlawful profi ts by taking advantage of our position. Also, we In compliance with applicable laws, rules and regulations as well shall not accept or give any gifts or entertainment which are as the Tokio Marine Group Privacy Policy, we shall safeguard pri- illegal or not considered reasonable by social standards. vate information, including customers’ information, and we shall not use such information except on a need basis to carry out our business operations, in order to avoid any breach of privacy. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 37 MANAGEMENT04 SYSTEM
4-4 Protection of the Global Environment it is not appropriate to make use of the regular reporting sys- Acknowledging that the protection of the global environment is tem, please contact one of the hotlines, including the external an important responsibility, we shall comply with applicable laws, hotline (assigned law fi rm). rules and regulations, and respect the harmonization with and The reporter will not be treated disadvantageously because the improvement of the global environment in all of our activities. of his or her report. Furthermore, private information of the reporter shall be handled responsibly. The details of this mecha- The Applicable Laws, Rules, Regulations and Internal Rules nism are described in the respective compliance manual of each This Code of Conduct is not intended to cover every issue or sit- Tokio Marine Group company. uation we may face in our business activities. Please refer to the Compliance Department of Tokio Marine Holdings, Inc. is respective compliance manual of each Tokio Marine Group responsible for administration of the Tokio Marine Group Code company in order to understand the applicable laws, rules and of Conduct. Please contact this department with any inquiries regulations as well as the standing internal rules. related to the Code of Conduct. Changes to this Code of Conduct must be approved by the Reporting Board of Directors of Tokio Marine Holdings, Inc. Any waiver or In the case of non-compliance (including doubtful cases) with amendment of the Code of Conduct for directors or offi cers of this Code of Conduct, applicable laws, rules and regulations or Tokio Marine Holdings, Inc. must be also approved by the Board internal rules, we, the directors, offi cers and employees (includ- of Directors of Tokio Marine Holdings, Inc. Any such change or ing temporary staff members) of the Tokio Marine Group com- waiver will be promptly disclosed. panies, shall make a prompt report or consultation in Adopted on September 8, 2003 accordance with the applicable internal rules. If, for any reason, Revised on July , 2008
Information Management
Tokio Marine Group’s Information Security Management 2. Unless prescribed by law, rule or regulation, we shall not In accordance with the internal rules at each company based on provide personal information of our customers to third parties the Personal Information Protection Law and related guidelines, without prior consent of each such customer. the Tokio Marine Group has been making every effort to ensure 3. We will strive to prevent the divulgence, destruction, the thorough management of information by training its employ- impairment and unauthorized access of personal information ees and monitoring the situation of its information security. of our customers. When we contract out the management of personal information of our customers to an outside service Tokio Marine Group’s Privacy Policy provider, we shall supervise the service provider appropriately, The Tokio Marine Group is committed to the continuous as needed. enhancement of corporate value, with customer trust at the base 4. Whenever we receive requests from our customers to view or of all its activities. Guided by this corporate philosophy, we, the update their personal information we hold, we shall respond Tokio Marine Group, shall comply with laws, rules, regulations promptly in accordance with laws, rules and regulations. and guidelines related to the protection of personal information, We also welcome comments and questions regarding the appropriately manage personal information as described below management of personal information of our customers. and implement other appropriate security measures for the 5. We shall provide comprehensive supervision, instructions protection of personal information of our customers. and education to our employees who handle personal infor- 1. We shall acquire the personal information of our customers mation of our customers to ensure that such information is in a manner that is both legal and fair. Unless prescribed by managed appropriately. law, rule or regulation, we shall notify or publicize the purposes 6. We will continue to revise and aim to improve our internal for using personal information of our customers and shall use systems and procedures to protect personal information of such information within these limits. our customers. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 38 Tokio Marine Holdings, Inc. 2009 Annual Report Risk Management
Risk Management System of the Tokio Marine Group Role of Tokio Marine Holdings In the Tokio Marine Group, subsidiaries themselves take proac- Tokio Marine Holdings promotes the establishment and tive approaches to control risks related to their business activi- enhancement of the risk management system for the entire ties while Tokio Marine Holdings ascertains the risk situation Group in accordance with the Tokio Marine Group’s basic poli- facing the Group as a whole and assumes the task of conduct- cies for risk management. The Company also manages quanti- ing risk management for the entire Group. Tokio Marine tative risks for the Group in order to retain credit ratings and Holdings considers insurance underwriting risks and investment prevent bankruptcy. risks (market risks, credit risks and real estate investment risks) as core risks that must be controlled as sources of earnings and Role of Subsidiaries manages those risks actively. Operating subsidiaries actively conduct their own risk manage- In addition, with respect to offi ce work risks, system risks ment as well as that of their subsidiaries by developing their and other risks pertaining to the Group’s business activities, own risk management policies in line with the Group’s policies. Tokio Marine Holdings conducts appropriate risk management by identifying where those risks lie and taking measures to prevent or mitigate them in order to ensure stable business management.
Tokio Marine Holdings
Insurance underwriting risks
Board of Management Market risks Directors Meeting Core risks Credit risks Real estate investment risks 04 Risk Management Department Liquidity risks Risk Corporate Office work risks Management Auditors Committee System risks
Associated Information leakage risks risks Legal risks Board of Corporate Reputational risks Auditors Other risks
Indication of policies, Reporting guidance/supervision/administration/monitoring
Subsidiaries WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 39 MANAGEMENT04 SYSTEM
Basic Policies for Risk Management allowable risk quantity semiannually, and manage operations The Tokio Marine Group has developed the basic policies for risk so that risk quantity does not exceed this limit. management described below. Tokio Marine Holdings and its (3) Evaluation and monitoring of capital allocation plans subsidiaries manage risks in line with these policies. Tokio Marine Holdings ensures that the expected risk volume (1) Basic policy for risk management is within the allowable risk parameters set out in the Group The Basic Policy for Risk Management for the Tokio Marine capital allocation plan. In other words, the Risk Management Group sets forth the organizations responsible for risk man- Department, which has an internal control function, checks agement, defi nition of risks, organizations and guidelines for and examines the capital allocation plans to make sure that risk management that subsidiaries shall establish, and the they are appropriate in terms of shareholders’ equity. issues that must be reported. Subsidiaries conduct risk man- Moreover, the status of risk volume is periodically reviewed. agement based on this policy. Capital Allocation System (2) Basic policy for integrated risk management The capital allocation system has been designed to assess the The Tokio Marine Group has developed the “Basic Policy for profi tability against the capital allocated to each business unit of Integrated Risk Management,” which establishes the funda- the Tokio Marine Group and to maximize the corporate value of mental matters concerning the quantitative risk management the Tokio Marine Group through capital reallocation. of the entire Group, defi nition of risk amount and returns, Under this system, capital is identifi ed as pseudo-capital based and the process for scrutinizing risk planning and monitoring. on a risk volume calculated as a uniform gauge of all types of (3) Basic policy for crisis management risk. The capital allocation system and integrated risk manage- The Tokio Marine Group has developed the “Basic Policy for ment are intricately related and based on the same risk evalua- Crisis Management” for the entire Group; this policy clarifi es tion methods. the chain of command in the event of an emergency as well (1) Formulation of capital allocation plan as policies related to the measures to minimize losses and The Tokio Marine Group allocates capital to each business recover ordinary business operations. Subsidiaries also main- unit in accordance with the plans created each fi scal year. tain their own systems for crisis management established in In doing business, each business unit takes risks appropriate accordance with these basic policies. to the amount of the capital that has been allocated. (2) Evaluation of risk/return and improvement of business portfolio Integrated Risk Management The level of risk/return is evaluated for operations in each The main purpose of integrated risk management is to quantita- business unit using certain management indicators. Based on tively recognize all risks and properly control them so that the this, capital is reallocated to business units with higher prof- Group can limit to no more than its capital those risks that have itability and growth potential and/or new business. The emerged. introduction of a decision-making process based on the (1) Risk quantifi cation quantitative analysis method enables us to select business The Tokio Marine Group quantifi es potential losses on all risks units that should be focused on at more detailed level. that could arise within the given time horizons and that could Through this approach, we seek to increase the return on exceed the given probability levels. The risk quantifi cation equity (ROE) of the entire Group and maximize corporate method used is a risk indicator called “value at risk” (VaR). value while continuing to increase earnings. (2) Determination of allowable risk parameters Integrated risk management aims to maintain credit ratings and prevent bankruptcy by keeping risks within allowable parameters. The allowable risk parameter for the Tokio Marine Group as a whole has been defi ned in terms of an upper limit on the quantity of risk. We determine this WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 40 Tokio Marine Holdings, Inc. 2009 Annual Report Corporate Social Responsibility
The Tokio Marine Group’s Approach to CSR Participation in the United Nations Global Compact The Tokio Marine Group considers that the execution of its In recognition of the fact that the concepts behind and details of Corporate Philosophy itself is equal to the fulfi llment of CSR. the 10 principles for behavior in connection with human rights, The Group’s goal is to increase the value it provides every stake- labor practices, environment, and anti-corruption advocated in holder and, as a result, to increase its corporate value which is the United Nations Global Compact coincide with the Tokio the sum total of the value it provides all stakeholders, through Marine Group’s approach to CSR initiatives and its CSR Charter, the implementation of CSR practices. It has established the Tokio Marine Holdings and Tokio Marine & Nichido have taken “Tokio Marine Group CSR Charter” as a set of behavioral guide- part since 2005 in the United Nations Global Compact. lines for such implementation of CSR practices.
Tokio Marine Group CSR Charter The Tokio Marine Group is committed to fulfi lling its corporate social responsibilities (CSR) by implementing its management philosophy to achieve sustainable growth together with the development of society, in accordance with the following CSR Promotion Structure principles: The Tokio Marine Group has established the CSR Board chaired Products and Services by the president of Tokio Marine Holdings with membership • We aim to provide the society with products and services to consisting of the presidents of each of the Group’s companies. meet its needs for safety and security. The Board formulates fundamental CSR policies and plans for Respect for Human Rights and Dignity the entire Group, in addition to monitoring the progress of such • We respect and actively promote the recognition of human initiatives. rights for all people. 04 • We strive to ensure an energetic working environment that is Each Group company promotes its own CSR activities in line both safe and healthy and to promote training and education of with the policies and plans formulated by the Board. our employees. Additionally, Tokio Marine Holdings has established a CSR • We respect the right to privacy and strive to enforce through Section to coordinate CSR efforts across the Group and provide control of personal information. CSR support to each of the Group companies. Protection of the Global Environment • Acknowledging that the protection of the global environment The CSR Promotion Structure in the Tokio Marine Group is an important responsibility for all corporate entities, we respect harmony with and improving the global environment in Tokio Marine Holdings all of our activities. Board of Directors (Management Meeting) Contribution to Communities and Societies • As a member of various communities and societies, we respect CSR Board the diversity of cultures and customs in different countries and regions and we aim to contribute actively to society in response Corporate Planning Dept CSR Section to the needs of the current era. Compliance Tokio Marine Group Companies • While striving to maintain high ethical standards at all times, we will pursue strict compliance in all aspects of our business Board of Directors activities. CSR Promotion Officer Communication • We intend to disclose information timely and appropriately Workplace and to promote dialogue with all our stakeholders to ensure effective corporate management. WorldReginfo - f3e90a66-22df-4cf8-91ff-c484d804e87e 41 MANAGEMENT04 SYSTEM