Mr. Brewers risk management and surveillance expertise and his position as the Chief Surveillance Officer of
AGL enhance the deliberations of the Board of Directors of AG Re.
Gary Burnet, age 49, has been President of AG Re since
August 2012, and prior to that he served as the Managing DirectorChief Credit Officer of AG Re from 2006 until his appointment as President. Mr. Burnet also served as the Vice PresidentRisk Management and Operations
of AG Re from 2002 to 2005. Prior to joining our Company, Mr. Burnets previous experience included two years at ACE Asset Management, where he was Investment Officer with responsibility for developing and modeling the ACE
groups consolidated investment and insurance credit risk. Prior to ACE Asset Management, he was an Assistant Vice PresidentInvestments at ACE Bermuda. Mr. Burnet trained as a Chartered Accountant with Geoghegan & Co.
CA from 1993 to 1996 in Edinburgh Scotland and also worked as an audit senior for Coopers & Lybrand from 1996 to 1998 in Bermuda.
As
the President of AG Re, Mr. Burnet has the most comprehensive knowledge of its operations, including the key areas of underwriting credit risk, accounting and risk management.
Ling Chow, age 49, has been General Counsel and Secretary of AGL since January 1, 2018. She is responsible for legal affairs and corporate governance
at the Company, including its litigation and other legal strategies relating to distressed credits, and its corporate, compliance, regulatory and disclosure efforts. Ms. Chow previously served as Deputy General Counsel and Assistant Secretary
of AGL from May 2015 and as Assured Guarantys U.S. General Counsel from June 2016. Prior to that, Ms. Chow served as Deputy General Counsel of Assured Guarantys U.S. subsidiaries in several capacities from 2004. Before joining
Assured Guaranty in 2002, Ms. Chow was an associate at various law firms, most recently Brobeck, Phleger & Harrison LLP, where she was a senior associate responsible for transactional work associated with public and private mergers and
acquisitions, venture capital investments and private and public securities offerings.
Ms. Chows experience as an attorney and her position as the
General Counsel of AGL enable her to make valuable contributions as a member of the Board of Directors of AG Re.
Stephen Donnarumma, age 57, was
appointed as a director of AG Re on September 11, 2012. Mr. Donnarumma has been the Chief Credit Officer of AGC since 2007, of AGM since its 2009 acquisition, and of MAC since its 2012 capitalization. Mr. Donnarumma has been with
Assured Guaranty since 1993. Over the past 25 years, Mr. Donnarumma has held a number of positions at Assured Guaranty, including Deputy Chief Credit Officer of AGL, Chief Operating Officer and Chief Underwriting Officer of
AG Re, Chief Risk Officer of AGC, and Senior Managing Director, Head of Mortgage and Asset-backed Securities of AGC. Prior to joining Assured Guaranty, Mr. Donnarumma was with Financial Guaranty Insurance Company from 1989
until 1993, where his responsibilities included underwriting domestic and international financial guaranty transactions. Prior to that, he served as a Director of Credit Risk Analysis at Fannie Mae from 1987 until 1989.
Mr. Donnarumma was also an analyst with Moodys Investors Services from 1985 until 1987.
Mr. Donnarummas experience with credit
analysis and risk management, and his position as the Chief Credit Officer of AGM, MAC and AGC, provide important perspective to the Board of Directors of AG Re.
Dominic J. FredericoSee Mr. Fredericos biography in Election of DirectorsNominees for
Director. The benefits of his experience described therein with respect to the Board of Directors of AGL also make him valuable as a director of AG Re.
Walter A. Scott, age 82, was the Chairman of the AGL Board of Directors from May 2005 until his retirement in May 2013, and a director of AGL from 2004
through 2013. Mr. Scott was Chairman, President and Chief Executive Officer of ACE from 1991 until his retirement in 1994, and President and Chief Executive Officer of ACE from 1989 to 1991. Subsequent to his retirement he served as a
consultant to ACE until 1996. Mr. Scott was a director of ACE from 1989 through May 2005. Prior to joining ACE, Mr. Scott was President and Chief Executive Officer of Primericas financial services
operations. Mr. Scott was also the Chairman of Vermont Hard Cider Company, LLC from 2003 until 2012, when that company was sold. Mr. Scott is an Emeritus Trustee of Lafayette College and a founding trustee of the Bermuda Foundation
for Insurance Studies.
Mr. Scotts tenure on the AGL Board of Directors and lengthy experience at senior levels in the financial services industry allow
him to provide valuable perspective to the Board of Directors of AG Re.
PROPOSAL 4.2APPOINTMENT OF
AG RE AUDITOR
We propose that AGL be directed to appoint PwC as the independent auditor of AG Re for the fiscal year ending December 31, 2020,
subject to PwC being appointed as our Companys independent auditor. We expect representatives of PwC to be present at AGLs Annual General Meeting with an opportunity to make a statement if they wish and to be available to respond to
appropriate questions. Proposal 4.2 is Item 4B on the proxy card.
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