2023 Annual General Meeting and General Meeting

George Culmer, Chair

Okay, let’s make a start. So good morning everyone, and a very warm welcome to Norwich City Football Club and Aviva’s 2023 Annual General Meeting.

I’m George Culmer, your Chair, and I’m delighted you can join us for this, Aviva's first ever AGM in the City of Norwich. Historically Aviva’s AGMs have been held in London. However, we are keen to connect with those communities that are important to the Company and as you probably all know Aviva has had a very long and successful connection with the City of Norwich.

Now, our AGM is a highlight in Aviva’s calendar. It lets us update you on the company’s progress and it gives you a chance to ask us about issues that matter to you. And I’m pleased to see so many in the room, and also to welcome everyone joining online.

With me here on stage is your Group CEO, Amanda Blanc, our CFO Charlotte Jones, our Company Secretary Kirsty Cooper, Pippa Lambert, Chair of our Rem Committee and Patrick Flynn, our Senior Independent Director and Chair of our Audit Committee.

Also, here in front of me are Non-Executive Directors, Andrea Blance, Mike Craston, Shonaid Jemmett-Page, Mohit Joshi, Jim McConville, Michael Mire, and Martin Strobel. And very lovely they all look too.

Now, I’d especially like to welcome Charlotte and Mike, who are new to the Board this year, and who bring with them invaluable experience and expertise.

I can confirm that in line with our Articles of Association, we have the necessary quorum of shareholders in the room and joining virtually, and we can get underway.

Your Notice of Meeting sets out today’s resolutions, so I’m not going to read them to you now, but I will give an overview of the formal business of the meeting later on.

To give those joining virtually time to place their votes online, I now declare the voting open on all resolutions for any shareholder, proxy or corporate representative, and it will remain open for the duration of the meeting.

The resolutions and voting options should appear on your screen. Instructions on how to vote and ask questions can be found on the home page.

For those of you in the room who are entitled to vote, you will have been given a white poll card at registration, and you will get to use these in a little while.

We will shortly hear from Amanda: reporting on the year we’ve had and looking ahead to what’s still to come. But before that, I’d like just to make three points from my perspective.

First, as I wrote in the Annual Report, last year was another year like no other. From a war in Europe and a global energy crisis, to the biggest squeeze on the cost of living for generations, it has been a trying time for everyone.

Despite that, as Amanda will shortly set out, Aviva delivered another twelve months of strong performance, growing new business, operating profit and cash.

Secondly, that impressive performance in the face of challenging market conditions, shows once again the significant advantages that come from our diverse business model.

And thirdly, it is times like these that truly underline the importance of our business and the crucial work we do for our customers and our communities.

Living up to our purpose of, with you today for a better tomorrow, means being there for our customers when they need us. It means making their experience with us smoother and more satisfying. It means creating new and better ways to help them with their finances at every stage of their lives. And it means running ourselves sustainably, contributing responsibly to our communities, to the economy and to the environment for the long term.

By delivering for our customers, we will in turn set ourselves up to deliver consistent, sustainable returns for you, our shareholders, the owners of this company.

And I’d like to thank you all for your continued interest in and support for Aviva. And I’d also like to thank all our people for what they have achieved together in the last 12 months. They’ve done an absolutely tremendous job, and the Board is humbled and grateful for all their hard work.

With that I would like to handover to Amanda.

Chief Executive’s Presentation

Amanda Blanc, Chief Executive Officer

Okay. So thank you, George, and good morning, everyone. A warm welcome to sunny Norwich.

I’m delighted to see so many of you here today at your AGM. Like George, I really value this opportunity to hear from you. It’s important to talk about our past performance, for sure. But also, about our big ambitions and appetite for where we’re going next.

It’s great to be holding the meeting in Norwich today, a place that plays a key role in the history of Aviva. As a proud UK business, we want to celebrate our connections with the communities where we work. And this is a community in which we have played an integral role for a very long time indeed.

The first customer from Norwich who we can find in the archive, is a Mr Daniel Tanner, insured his pub way back in 1727. Tracing back via Norwich Union and beyond, we’re as much a part of this place as the Norfolk Broads.

Those are some deep roots. Not only here, of course, but the pattern is repeated in York and Bristol, Eastleigh, Birmingham, Perth, right across the country. And those connections represent a unique heritage and centuries of service to our customers, up and down the land. That makes us who we are, and it gives us all inspiration to do so much more.

I’d just like to echo George’s thanks to all of my colleagues over 5,000 of them working down the road from here, and many more across the UK, Ireland and Canada, for their contribution to what we’ll be talking about today. And to those colleagues who are joining us at the meeting, it’s absolutely great to have you with us.

Every single customer who chooses Aviva, every single business that we protect, and every single claim we handle well, is down to our people.

In the face of a challenging year for everyone, the Aviva team really delivered, so a big thank you to all of them. Because of course, it was a challenging year. You don’t need me to list the political and economic ups and downs. You lived through them too. And 2023 hasn’t really gotten off to a much smoother start. Inflation is still rampant, and volatility in the markets shows no sign of easing off.

And yet despite this, Aviva continues to go from strength to strength in a predictable and reliable way. We had an excellent 2022 and we are building clear momentum for the future.

The last 12 months extended our run of consistent, strong results. We’ve shown disciplined, profitable growth, and tight cost control. We’re making clear strategic progress.

Our combination of Insurance, Wealth and Retirement brings clear benefits. Our capital position remains rock solid and resilient. And we’re investing for the future too.

We have shown once again that our strategy is the right one, and that the diversified business model we have built can weather the insecurity we see all around us. It is working exactly as it was built to.

But don’t just take my word for it. Our 2022 results tell the story of Aviva’s ability to thrive and to grow. Value of new business was up 14%, gross written premiums were up 11%, and we have had over £9bn of net flows into our Wealth business.

In Insurance, our Canadian business is now number two by market size in an attractive geography. In the UK, Group Protection grew 29%, and Health premiums were up 14%.

In Wealth, workplace net flows of £5.8bn were up 14%. Aviva Investors delivered positive net flows of £1.3bn with our external clients.

In our Retirement business we struck 50 bulk purchase annuities deals at very strong margins. External individual annuities were up around 70% and equity release up 17%.

All the key metrics are positive. Solvency II own funds generation increased by 37%; operating profit was 35% higher and we delivered a strong Group combined operating ratio of 94.6%, despite the impact of inflation and adverse weather in the UK.

Cash remittances were up 11%, and costs down 3%, no mean feat given the inflation that we see.

These results are solid testament to the progress we have made over the past two years. We have done what we said we would. We’ve simplified the business. We’ve built our resilience and we’ve moved further towards a true high-performance culture.

What that means is that we can be very confident in hitting our targets. And you can be confident we’ll follow through on our commitments to return capital to investors. As I’ve said before, any surplus we have will be available for reinvesting in the business, for focused M&A, and of course for returns to you. And our preference is for regular and sustainable returns of surplus capital over time, in addition to an attractive and sustainable ordinary dividend.

We completed the return of £4.75bn during 2022 and a further £300m share buyback is already underway.

We know how important our dividend is for all of you, and for 2022 we declared a final dividend of 20.7 pence, bringing the total for the year to 31 pence, in line with the guidance we gave.

And thanks to the outlook for future cash generation, we have upgraded our dividend guidance to low to mid-single digit growth in the cash cost from 2024 onwards.

By executing against each of our four strategic priorities - customer, growth, efficiency, and sustainability, we’re unlocking the clear competitive advantage that comes from Aviva’s model, our customer base, our scale, and our diversification. In turn this is driving a higher quality and more consistent financial performance for all of you.

That strategy starts with our 18.7 million customers. Almost 14% of the UK population are saving or retiring with Aviva. Last year we paid over £23bn in claims, helping people in the crunch times when it really matters.

We want more customers to stay with us for longer, so we can look after more of their needs. And we are making really good progress on that. Customer numbers in the UK have grown to 15.5 million and we’re investing to accelerate this advantage.

We’re making interaction with us more personalised and engaging. That makes it easier for people to buy from us, for example, improvements that we made to the MyAviva pension digital journey led to over £600m of additional flows in 2022. That is powerful and it’s a pattern that we are repeating across the Aviva landscape.

We are also investing in innovation to improve the products and services that we can offer, again making it easier for customers to do business with us.

Moving on to growth, a key factor for our excellent performance is the fact we have a much simpler, more focused business. And we are driving profitable growth right across Insurance, Wealth and Retirement.

In Insurance, our ambition is to achieve above market growth, expanding our Commercial and Global Corporate and Specialty capability in Canada and the UK.

In Wealth, we are aiming for at least 10% growth in net flows. We are focused on building our direct Wealth offering and an integrated Wealth proposition. Since acquiring Succession Wealth last year, we moved quickly to enhance our offer for customers and advisors with better service, a lower-cost platform, and award-winning investment solutions from Aviva Investors.

And in Retirement we are continuing to invest in our Bulk Purchase Annuity platform which went live to new customers in 2022, and we are expanding our adviser capabilities to support growth in equity release.

Our third priority is efficiency, making yours, and our customers’ money work as hard as possible is an absolute priority. In fact, it’s a non-negotiable. We’ve slimmed down on property costs, cut the number of products, cut costs at the Group centre, made our customer journeys simpler, and streamlined IT.

This not only makes things easier for our people as well as for our customers. It also means we delivered our 2022 target with a net cost reduction of over £300m and are on track to deliver our £750m gross cost reduction target by the end of 2024.

And finally on sustainability we continue to lead the pack on climate action, working towards our ambition to become Net Zero by 2040.

We’ve donated £38m to restore Britain’s lost temperate rainforests as part of a broader £100m programme to help address climate change by supporting and protecting biodiversity.

We’re also stepping up our ambition to help regenerate communities, investing £25bn in the UK economy over the next 10 years. And we are reinvesting 2% of our Group adjusted operating profit in communities every year.

Our plan is working, and our unique combination of Insurance, Wealth and Retirement brings clear benefits to customers, to our business and, of course, to all of you. We have leading positions in our chosen markets, high performing businesses, talented leaders, and a formidable brand.

All the elements are clicking into place for Aviva to provide even more value for customers and for you, our shareholders.

We have the right strategy to unlock the unique advantages of our model and we are executing it. That is generating an attractive and growing dividend and we are aiming for regular and sustainable additional capital returns too. We are doing what we said we were going to do, and we’re doing it right across the board.

But we are far from done yet. Although we have a delivered a lot, there is so much more to go after to satisfy our big ambitions and to give you and our customers the kind of business that you can always rely upon, no matter what happens elsewhere.

We’re well on the way, and last year’s performance shows that we can, and we will, deliver on Aviva’s promise.

Thank you all for your interest and for your support.

George Culmer, Chair

Okay, back to the meeting, I'd like to alert everyone, this is your last opportunity to vote on the resolutions if you have not already done so, and the system will close in a few minutes time, okay.

And so I now propose we move back to the formal part of today's agenda. I hope you've had a full opportunity to consider the resolutions and cast your votes. The proxy results received ahead of the meeting are displayed behind me. Okay, you can see those.

Okay, as I said, I will take the Notice of Meeting as read, however I would like to draw your attention to the Items of Business.

Firstly, in Resolution 1, the directors are proposing to receive and consider the Annual Report for the financial year ending 31st December 2022.

Resolution 2 is proposed to prove the Directors' Remuneration Report. This resolution is advisory only and is a means for shareholders to provide feedback to the Board.

In Resolution 3, we are asking shareholders to approve our climate-related financial disclosure set out in the Company's Annual Report.

In Resolution 4, the directors have recommended a final dividend for the year ending 31st December 2022 of 20.7 pence per share, and the dividend is payable on 18th May to ordinary shareholders whose name is on Register of Members at the close of business on Friday 31st March.

Resolutions 5 to 16 concern the election and re-election of all directors who retire in accordance with the Company's articles.

In Resolutions 17 and 18, we are seeking approval for the reappointment and remuneration of our current auditor, PWC. And as communicated at last year's AGM, following a competitive tender process, the Company announced its intention to appoint Ernst & Young as its auditor for the financial year ending 31st December 2024.

Resolution 19 covers political donations, which we've just been talking about. I know shareholders have raised and continue to raise concerns about the Company seeking authority for this matter, but again, just to repeat, I'd like to be clear, it's not the Company's policy to make political donations or incur political expenditure, and we have no intention of doing so.

Resolution 20 refers to the authority conferred on the directors to allot shares.

Resolutions 21 and 22 relate to the disapplication of pre-emption rights and seek authority in line with the guidelines to give the Board maximum flexibility in order to raise capital. I should emphasise that directors, again, have no present intention of exercising this authority.

In regard to Resolutions 23 and 24, shareholders will recall that, in previous years, we have requested approval for the Company to issue Solvency II instruments to support the future capital management of the Company should this be necessary. This authority expires at the end of this AGM and the Board is seeking renewed authority to allow the Company to continue to have this flexibility. The Board believes that it is prudent to have these authorities in place and, again, I would stress that there is no present intention of exercising them.

Finally, Resolutions 25 to 27 relate to authority for the Company to purchase its owns shares.

And Resolution 28 relates to the authorisation for the Company to call general meetings on no less than 14 days' clear notice.

Now, as a final reminder, if you have not placed your votes, please do so now, and if you have already submitted your votes prior to the meeting by proxy and do not wish to change the way you have voted, you do not need to complete a poll card.

If there is anyone present who is entitled to vote but does not have a white poll card, please raise your hand and a marshal will pass you one. I think we're good.

So, please ensure that you have filled in your full name and address, or the full name and address of the shareholder you represent if you are attending as a proxy or corporate representative. Once completed and signed, the poll card should be placed in one of the black ballot boxes marked 'poll cards' at the back of the room.

The final results of the voting will be announced at the London Stock Exchange and posted on the Company's website as soon as possible.

With that, thanks to you all for taking part and I will now formally conclude today's meeting. We will now take a short break and we will move on to the business of the Annual General Meeting, which starts at 1.00pm.

For those of you who do not wish to stay, you can make your way out now and I invite those staying for the General Meeting to be back for that time. Thank you ever so much and thank you all for coming and thank you very much for hosting us in Norwich, so God bless. Thank you.

[ENDS]