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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): May 11, 2012

 

 

METLIFE, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   1-15787   13-4075851
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

200 Park Avenue, New York,

New York

  10166-0188
(Address of Principal Executive Offices)   (Zip Code)

212-578-2211 (Registrant’s Telephone Number, Including Area Code)

N/A (Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


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TABLE OF CONTENTS

 

Item  5.02 Departure of Directors or Certain Officers; Election of Directors: Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

   3

Item 9.01 Financial Statements And Exhibits

   4

SIGNATURES

   5

EXHIBIT INDEX

   6

EX - 10.1

  

EX - 10.2

  

EX - 99.1

  


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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 11, 2012, Christopher G. Townsend entered into an employment agreement (the “Employment Agreement”) with an affiliate of MetLife, Inc. (the “Company”). The terms of the Employment Agreement had previously been approved by the Company’s Board of Directors (the “Board”). The Board’s appointment of Mr. Townsend as President of the Company’s Asia region, Mr. Townsend’s appointment to the same position with Metropolitan Life Insurance Company, and the terms of Mr. Townsend’s Employment Agreement will each be effective on the date his employment begins, so long as his employment begins by February 4, 2013.

Mr. Townsend, age 43, was Chief Executive Officer of the Asia Pacific region for Chartis, Inc., a global property-casualty and general insurance organization (“Chartis”) from 2010 to present. In that position, he was responsible for all aspects of the Chartis business in 15 countries with 4,700 staff. From 2007 to 2010, Mr. Townsend was Chief Executive Officer of Chartis-Australasia, responsible for Chartis’ business in Australia, New Zealand, and Pacific Islands with 550 staff.

Mr. Townsend’s Employment Agreement provides for his initial annual base salary of Hong Kong Dollars (“HK$”) 3,875,000 (approximately United States Dollars (“US$”) 500,000). Mr. Townsend’s initial annual incentive compensation target will be HK$6,200,000 (approximately US$800,000). So long as Mr. Townsend begins employment by November 5, 2012, any annual incentive compensation payment for 2012 will not be prorated. No annual incentive payment will be made for 2012 if Mr. Townsend’s employment begins after November 5, 2012. Mr. Townsend’s initial long-term incentive compensation targets will consist of US$650,000 in Performance Units and US$650,000 in Stock Options. Any incentive compensation will be determined by the Board’s Compensation Committee (the “Committee”), based on Company, business, and individual performance and on other factors it determines relevant.

Mr. Townsend’s Employment Agreement also calls for MetLife to make payments and provide benefits to Mr. Townsend to facilitate his transition to his new position and relocation from Singapore to Hong Kong. MetLife will pay Mr. Townsend a sign-on bonus of HK$3,875,000 (approximately US$500,000). MetLife will also pay Mr. Townsend a special incentive award of US$600,000 in equal installments of US$200,000 after the first, second, and third anniversaries of his employment. If Mr. Townsend’s employment begins on or after November 6, 2012 due to his need to address any post-employment restrictions related to prior employers, MetLife will pay Mr. Townsend a one-time incentive award of US$800,000. MetLife will also reimburse Mr. Townsend’s reasonable relocation expenses for house hunting, relocation of personal items, and travel to complete relocation, plus HK$58,125 (approximately US$7,500) for other reasonable relocation expenses. MetLife will pay Mr. Townsend US$100,000 each year in which two of his children are attending school, and US$50,000 each year in which one of his children is attending school, in each case through the completion of the equivalent of a United States high school. Mr. Townsend will use the vendor chosen by MetLife to prepare his personal income tax filings through the end of his fifth year of employment, and MetLife will pay Mr. Townsend US$20,000 each such year. MetLife will pay or reimburse Mr. Townsend for his taxes only with respect to income imputed to him for MetLife-provided immigration and relocation expenses.

MetLife or Mr. Townsend may terminate his Employment Agreement on ninety days’ notice. MetLife may require Mr. Townsend to refrain from employment with any other employer, with pay, for all or part of this notice period. In addition, Mr. Townsend also agreed not to compete with MetLife for three months following the end of employment, and not to interfere with MetLife’s business or solicit its employees for twelve months after the end of his employment. If MetLife terminates Mr. Townsend’s employment, except for gross misconduct, neglect of duty, or breach of the terms of his employment, MetLife will offer Mr. Townsend severance pay according to the formula in the severance pay plan that applies to the Company’s executive officers in the United States.

The foregoing description of the Employment Agreement is a summary, is not complete and is qualified in its entirety by reference to the Employment Agreement, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference. For purposes of this description, amounts expressed in the Employment Agreement in Hong Kong Dollars have been converted to approximate United States Dollar amounts using the current conversion rate of HK$1=US$0.13.

Mr. Townsend and his covered family members will also participate in the Metropolitan Life Insurance Company of Hong Kong Limited Healthcare Plan (the “Healthcare Plan”), which covers officer-level employees of Company affiliates in Hong Kong and their covered family members. The Healthcare Plan covers a variety of outpatient, hospitalization, maternity, dental, and other services. The anticipated cost to the applicable Company affiliate for family coverage for Mr. Townsend and his eligible family members in 2012, should Mr. Townsend’s employment begin in 2012, is US$17,282. The foregoing description of the Healthcare Plan is a summary, is not complete and is qualified in its entirety by reference to the Member’s Explanatory Handbook for the Healthcare Plan, which is attached hereto as Exhibit 10.2 and is incorporated herein by reference, and which generally summarizes the Healthcare Plan.

The Committee has granted Mr. Townsend Performance Units and Stock Options on terms consistent with similar awards previously made to Company executives. These awards are intended to replace long-term incentives he will forfeit by accepting employment with MetLife. The awards are effective on the date Mr. Townsend begins employment, so long as his employment begins by February 4, 2013. The number of Performance Units will be determined by dividing US$450,000 by the closing price of the Company’s common stock on Mr. Townsend’s first day of employment. The Performance Units are subject to a three-year performance period beginning January 1, 2012. After the end of the performance period, up to 200% of the Performance Units may become payable in cash equal to the closing price of shares of the Company’s common stock, generally assuming Mr. Townsend’s continued service to the Company through the end of the performance period, and depending on the Company’s performance relative to its competition over the performance period. The number of Stock Options will be determined by dividing US$450,000 by the one-third of the closing price of the Company’s common stock on the date Mr. Townsend begins employment. Each of the Stock Options will have an exercise price equal to the closing price of the Company’s common stock on the New York Stock Exchange on Mr. Townsend’s first day of employment. The Stock Options will normally become exercisable in thirds on the first three anniversaries of their grant date, generally assuming Mr. Townsend’s continued service through that date.

A copy of the Company’s press release announcing that Mr. Townsend will lead the Company’s Asia region, dated May 8, 2012, is attached hereto as Exhibit 99.1.


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Item 9.01 Financial Statements And Exhibits.

 

  (a) Not applicable

 

  (b) Not applicable

 

  (c) Not applicable

 

  (d) Exhibits.

 

  10.1 Employment Agreement between Christopher G. Townsend and MetLife Asia Pacific Limited, executed May 11, 2012.

 

  10.2 Member’s Explanatory Handbook for the Metropolitan Life Insurance Company of Hong Kong Limited Healthcare Plan, dated 2011.

 

  99.1 Press release of MetLife, Inc. dated May 8, 2012 announcing that Christopher G. Townsend will lead MetLife, Inc.’s Asia region.


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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

   

METLIFE, INC.

    By:   /s/ Christine M. DeBiase
      Name: Christine M. DeBiase
      Title: Vice President and Secretary

Date: May 16, 2012


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EXHIBIT INDEX

 

EXHIBIT     

NUMBER

  

EXHIBIT

10.1   

Employment Agreement between Christopher G. Townsend and MetLife Asia Pacific Limited, executed May 11, 2012.

10.2    Member’s Explanatory Handbook for the Metropolitan Life Insurance Company of Hong Kong Limited Healthcare Plan, dated 2011.
99.1    Press release of MetLife, Inc. dated May 8, 2012 announcing that Christopher G. Townsend will lead MetLife, Inc.’s Asia region.

Exhibit 10.1

May 7, 2012

Mr. Christopher Townsend

Dear Chris:

We are pleased to offer you employment with MetLife Asia Pacific Limited (“MetLife” or the “Company”) subject to the terms and conditions contained in this letter, which forms your employment contract with MetLife, and such other terms and conditions as MetLife may from time to time implement. Please be advised that our offer of employment is specifically conditioned on your passing (as applicable) a background investigation which may include, among other things, a review of your employment history and personal and professional references. Our employment offer is further expressly conditioned on your ability to obtain all necessary immigration permits which allow you to work for MetLife in Hong Kong. Additionally, our offer is conditioned on your being able to join MetLife free and clear of any post-employment obligations connected with your previous employers. If you are unable to (i) obtain the required immigration permits, (ii) are unable to secure release from continuing post-employment restrictions (including those connected with your current employer) or (iii) the results of our background and reference checks prove unsatisfactory, MetLife reserves the right to rescind this offer without any further obligation and/or payment of any compensation hereunder to you.

This offer is conditioned on the approval of the Compensation Committee of the MetLife, Inc. Board of Directors (the “Compensation Committee”), and it specifically supersedes the prior letter you received from the Company dated April 28, 2012.

 

1. Position of Employment

You will be employed in the position of President-Asia with the Company reporting to Steven A. Kandarian, Chairman, President and Chief Executive Officer of MetLife, Inc. In this role, you will serve as the head of our Asia region, and, subject to approval of the Board of Directors of MetLife, Inc., you will be an officer of MetLife, Inc. and Metropolitan Life Insurance Company. Your job responsibilities are subject to review and change from time to time as required by MetLife. In addition, you agree to perform all acts, duties and obligations, and to comply with such orders, as may be designated by MetLife and which are reasonably consistent with your job title and/or experience level. The Company may require you (as part of your duties of employment) to perform duties or services not only for the Company but also for any affiliated company of MetLife where such duties or services are of a similar status to or consistent with your position with the Company. You understand and agree that after consultation with you, MetLife may second you (for regulatory or other reasons) to one or more of its affiliated companies, and during any period of secondment you will remain an employee of MetLife and not the employee of the company or companies to which you are seconded. If your employment needs to be transferred to another company affiliated with MetLife, we will discuss that transfer with you.

During your employment, you may be appointed as an officer or director of other affiliated MetLife companies. In connection with any such board appointments and directorships, you agree to take any and all steps necessary, including executing any required appointment or resignation documentation which will facilitate your appointment or removal from such positions at the Company’s request without objection.

 

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2. Location and Hours of Work

You will be located in the Hong Kong Special Administrative Region of the People’s Republic of China (“Hong Kong”) and in such other areas as is necessary for the proper discharge of your duties under these terms and conditions or as MetLife shall direct from time to time.

For the avoidance of doubt, your role will require you to engage in significant travel on behalf of the Company to locations within the Asia region (including regular trips to Australia) and to the Company’s affiliated operations in the United States, Latin America and Europe, Middle East & Africa regions. You understand and agree that this travel requirement forms an essential part of your job and is a significant term of your employment. It is further understood and agreed that at all times you shall comply with all applicable immigration and travel document requirements with respect to the countries to which you travel on behalf of MetLife. Failure to adhere to applicable immigration laws shall be viewed as a material breach of the Company’s rules.

 

3. Commencement Date

Your anticipated start date is projected to be August 6, 2012, subject to the conditions specified in this letter (including Compensation Committee approval), or on such earlier or later date as you and the Company may agree, subject also to the conditions specified in this letter. Under no circumstances will you be allowed to begin work with MetLife or receive compensation for services to MetLife until you have obtained all required immigration documentation. Our Human Resources Department will work with you to assist in obtaining any required immigration documentation.

While it is our intention that you will commence work with the Company on or around the above start date, you have informed us that your ability to do so may be delayed as a result of various post-employment restrictions you have with your current employer. As discussed with you, MetLife expects that you will honor all post-employment restrictions. For these reasons, we will agree to postpone your start date to allow you to honor or otherwise address your obligations to your current employer independent of MetLife. However, while we are willing to delay your start date, it is expected that you will commence employment with us on or before November 5, 2012. If you are not able to join MetLife at that time free of any restrictions with your prior employers, this offer will become null and void and of no further effect, and MetLife will have no additional obligation to you and you shall not receive any compensation from the Company; provided, however , that should you advise us in advance of the November 5, 2012 deadline that you will still be covered by post-employment restrictions connected with your current employer, MetLife will extend this deadline until February 4, 2013. For purposes of clarity, you understand that MetLife is accommodating the potential start date extension(s) to allow you to clear or otherwise address post-employment restrictions connected with your prior employers. Once you have been released from these obligations, it is expected you will commence work with MetLife as soon as practicable.

 

4. Annual Total Compensation, Tax Matters and Additional Compensation

Your annual total compensation opportunity includes your Annual Base Compensation, Discretionary Incentive and any long-term stock-based incentives. You understand and agree that you will be fully and solely responsible for the payment of all taxes associated with any and all compensation and benefits you receive from MetLife in connection with your employment. Notwithstanding the above, MetLife will pay or reimburse you for income taxes and related assessments due with respect to any income imputed to you for the relocation reimbursement and relocation allowance described in the final paragraph of Section 5 of this letter (which begins, “MetLife will reimburse your reasonable relocation expenses”) and the immigration assistance described in Section 3 of this letter. Due to certain tax law requirements, all data MetLife needs to determine any amounts for a tax year must be provided within a time frame that permits MetLife to determine any tax amounts it is reimbursing by the later of the end of your tax year following the tax year in which (i) you remit

 

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taxes, or (ii) you conclude any tax audit or tax litigation. You agree to use the services of the tax vendor selected by MetLife, currently Ernst & Young, for purposes of preparation of your personal tax filings with respect to your income tax obligations through the end of the fifth (5th) tax year beginning with the tax year in which you begin your employment. MetLife will pay you USD 20,000 for each of the five (5) tax years for which you are subject to that requirement. For each year following the first calendar year of your employment, this amount will be payable in a lump sum amount on January 1 of each calendar year or as soon thereafter as administratively practicable. In order for any expense described in this paragraph to be paid for directly or reimbursed by MetLife, you must be employed by MetLife and not on performance warning, suspension, or any kind of leave (including Garden Leave Period) at the time you incur the expense.

Annual Base Compensation

Subject to the approval of the Compensation Committee, your annual base salary rate (“Annual Base Compensation”) shall be Hong Kong Dollar (“HKD”) 3,875,000, payable in 12 monthly installments, beginning at the start of your employment, into the bank account designated by you at the last working day of each calendar month in accordance with the Company’s prevailing payroll practices. MetLife reserves the right to adjust your Annual Base Compensation based on your performance, the Company’s performance, the performance of MetLife’s affiliated companies, competitive conditions or other factors determined in its discretion. Please understand that you will not have the opportunity to defer any of these payments.

Annual Variable Incentive Compensation

During your employment relationship and at the discretion of the Compensation Committee, you will be eligible to be considered for a discretionary non-contractual annual variable compensation incentive award (“Annual Incentive”). Any Annual Incentive shall be based on your performance, the Company’s performance, the performance of MetLife’s affiliated companies, competitive conditions or other applicable factors determined by the Compensation Committee, during each financial year 1 st  January to 31 st December. The Annual Incentive may be prorated in accordance with time spent in the role in the relevant financial year. Normally, the payment date will be within the first quarter following the end of each financial year. Currently payments are made in March. You will not be eligible for any Annual Incentive unless you are employed with MetLife (and not working under any notice, performance warning, suspension, Garden Leave Period, or other similar period) on the date the payment is made to employees. Please be advised that you will not have the opportunity to defer any of these payments.

Although the actual amount of your Annual Incentive will vary each year, your initial target opportunity will be HKD 6,200,000. Additionally, notwithstanding the above, and specifically conditioned on your commencing employment on or before November 5, 2012, your Annual Incentive payment for performance year 2012 will not be subject to proration; provided, however , that the actual amount will be determined by the Compensation Committee based on the performance factors discussed above. If your employment start date is delayed beyond November 5, 2012, no Annual Incentive will be paid to you for performance year 2012.

Long Term Incentives

Your long-term stock-based incentives will initially be a mix of (i) MetLife, Inc Performance Units under the MetLife International Performance Unit Incentive Plan (“Performance Units”) with an initial compensation value assuming target performance of United States Dollars (USD) 650,000, and (ii) MetLife, Inc. Stock Options under the MetLife, Inc. 2005 Stock and Incentive Compensation Plan (“Stock Options”) with an initial compensation value assuming target performance of USD 650,000. Long-term stock based grants are discretionary and require approval of the Compensation Committee, and such awards are heavily influenced by company, business unit and individual performance. Normally, awards under the long-term incentive programs are granted within the first quarter following the end of each financial year. You must be actively at work on the date of any payments or grants, as determined by the applicable plan or program to receive such awards. You will not have the opportunity to defer any payments under these awards.

After reviewing the compensation awards you will forfeit as a result of your accepting employment with the Company, MetLife will recommend to the Compensation Committee that it award you each of the following:

 

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  (a) USD 450,000 in Performance Units for the January 1, 2012 to December 31, 2014 performance period. The Performance Units will be subject to vesting for continuous service with MetLife and its affiliated companies through the end of the three-year calendar-year performance period and the other terms of the Performance Unit Agreement you will be provided. The number of Performance Units will be determined by dividing this amount by the closing price of MetLife, Inc. common stock on the grant date, and rounding up to the nearest whole number of Performance Units.

 

  (b) USD 450,000 in Stock Options, subject to vesting in thirds for continuous service with MetLife and its affiliated companies through each of the first three anniversaries of the grant date and otherwise subject to the terms of the Management Stock Option Agreement you will be provided. The number of Stock Options will be determined by dividing this amount by one-third (1/3) of the closing price of MetLife, Inc. common stock on the grant date, and rounding up to the nearest whole number of Stock Options.

Additional Compensation

MetLife will also pay you USD 100,000 annually (in a lump sum amount on January 1 of each calendar year or as soon thereafter as administratively practicable) for each year two (2) of your children are regularly attending school through the equivalent level of a United States high school, and USD 50,000 for each year in which only one (1) of your children is regularly attending school through the equivalent level of a United States high school. In order for any amount to be payable by MetLife, you must be employed by MetLife and not on performance warning, suspension, or any kind of leave (including Garden Leave Period) at the time you incur the expense.

 

5. Sign-On Bonus, Special Incentive Award & Certain Allowances

Each of the items in this Section 5 is subject to the approval of the Compensation Committee.

MetLife will pay you a lump sum sign-on bonus in the total amount of HKD 3,875,000 within 30 days of your start date with the Company. Under no circumstances shall any portion of this payment be used for benefit, pension or severance purposes, including for purposes of calculating payment in lieu of notice (“PILON”) under Hong Kong or other country laws. Should you voluntarily terminate your employment with the Company prior to the first anniversary of the beginning of your employment, you will be required to repay a pro-rata portion of this sign-on bonus to MetLife. The proration shall be based on the number of days you were employed by MetLife during the period from your start date to the first anniversary of your start date, and payment would be due at the time your employment with MetLife ends. You will not have the opportunity to defer this payment and the Company may deduct such amount from any payments due to you at the time of your termination.

MetLife will pay you a one-time award in the total amount of USD 800,000 payable no later than March 15, 2013, if and only if your employment commences on or after November 6, 2012 and the delay in your start date is due solely to allow you to clear or otherwise address post-employment restrictions connected with your prior employers. In order to receive this payment, you must be employed with the Company (and not working under any notice, performance warning, suspension, Garden Leave Period, or other similar period) on the date the payment is made. You will not have the opportunity to defer this payment. Should you voluntarily terminate your employment with the Company prior to the first anniversary of the beginning of your employment, you will be required to repay a pro-rata portion of this sign-on bonus to MetLife. Payment shall be in HKD based on the prevailing exchange rate in effect on the date the payment is made. Under no circumstances shall any portion of these payments be used for benefit, pension or severance purposes, including for purposes of calculating PILON under Hong Kong or other country laws.

MetLife will pay you a special incentive award in the total amount of USD 600,000 payable in equal installments of USD 200,000 within thirty (30) days after the first, second and third anniversaries of your start

 

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date. In order to receive these payments, you must be employed with the Company (and not working under any notice, performance warning, suspension, Garden Leave Period, or other similar period) on the date each installment payment is made. You will not have the opportunity to defer any of these payments. If your employment ends for any reason, you will forfeit your right to receive any unpaid amounts. Payment of each amount shall be in HKD based on the prevailing exchange rate in effect on the date the payment is made. Under no circumstances shall any portion of these payments be used for benefit, pension or severance purposes, including for purposes of calculating PILON under Hong Kong or other country laws.

MetLife will reimburse your reasonable relocation expenses (as determined by MetLife) to move your family and belongings from your current location in Singapore, including a house hunting trip of no more than 7 days (if needed); packing, unpacking, storing, shipping, and insuring in-transit household articles and furniture using a vendor of MetLife’s choosing; one-way air and ground transportation to complete your move; and a relocation allowance of HKD 58,125 for other reasonable relocation expenses. In order for any expense to be paid for directly or reimbursed by MetLife, you must be employed by MetLife and not on performance warning, suspension, or any kind of leave (including Garden Leave Period) at the time you incur the expense. You must submit receipts (except for items provided to you by MetLife or one of its vendors) within 30 days of incurring the expense. Any payment will be made to you in a lump sum amount no later than March 15 of the calendar year following the calendar year in which the expense is incurred, and in the case of the relocation allowance no later than March 15 of the calendar year following the calendar year in which your employment begins.

 

6. Benefits

Please be advised that all employee benefits programs which the Company may establish from time to time may be amended, suspended or discontinued at MetLife’s absolute discretion with or without advance notice, to the extent permitted by law.

You will be eligible to join the Company’s Mandatory Provident Fund Scheme (“MPF”), in accordance with its rules and regulations.

You will be eligible to participate in the local Group Life Insurance program upon joining the Company in accordance with the relevant rules and regulations, details of which are listed in your Benefits Handbook.

You will also be eligible to participate in our Global Healthcare Plan for senior executives. You are eligible for family coverage including yourself, your spouse and children in accordance with the plan provisions. Details of the plan will be provided to you upon enrollment.

During your employment with the Company, you shall observe and comply with all policies, rules, regulations, and/or directives of the Company, as may be set out in MetLife’s Employee Handbook (as amended from time to time), and you acknowledge that you have received and read this handbook. The policies, rules, regulations, and/or directives, if so indicated, will form part of the terms and conditions of your employment and be incorporated into your employment contract, otherwise they will not be contractual.

 

7. Policies

MetLife is an equal opportunity employer and does not permit discrimination or harassment on the grounds of sex, pregnancy, marital, race or family status, disability or any other protected ground under Hong Kong law.

MetLife complies with its statutory obligations regarding the personal data of its employees. Your personal data will be used for general human resources management purposes, intra-group communications, and monitoring compliance with the Company’s obligations and internal rules. Accordingly, it may be transferred within Hong Kong or overseas to persons in our affiliated companies, third parties who provide services to MetLife, government departments and regulatory authorities, or any actual or proposed purchaser of all or part

 

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of the business of MetLife or, in the case of any merger, acquisition or other public offering, the purchaser or subscriber for shares in the Company or its affiliates. In connection with your employment, you will be required to sign an Employee Data Protection Consent Form on your employment start date.

 

8. Annual Leave and Sick Leave

In addition to public holidays, you will be entitled to twenty-five (25) working days paid leave. In the event you leave the Company and have not taken all of your annual leave entitlement, you will receive pay in lieu of unused statutory annual leave only. If on leaving, your used annual leave has exceeded your entitlement, MetLife will deduct the excess annual leave payment from any salary due on termination.

You must inform MetLife as soon as possible if you are absent from work by reason of sickness or injury. Sick Pay will be paid in accordance with the Employment Ordinance of Hong Kong. The Company may, in its discretion, grant more generous sickness benefits from time to time. There is no contractual right to any enhanced benefit.

 

9. Post-Termination Obligations

You recognize that, whilst performing your duties hereunder, you will have access to and come into contact with confidential information belonging to MetLife or its affiliated companies and will obtain personal knowledge of and influence over its or their customers and/or employees. You therefore agree that the restrictions contained in this Section 9 are reasonable and necessary to protect the legitimate business interests of MetLife and its affiliated companies during and after the termination of your employment. To this end you agree that:

 

   

You will not for a period of twelve (12) months, less the Garden Leave Period (as described in Section 13 below), after the termination of your employment from MetLife and its affiliated companies, other than transfer of employment among affiliates (“Termination Date”) whether on your own account or for any other person, firm or company, directly or indirectly solicit or endeavor to entice away from or discourage from being employed by the Company or its affiliated companies any employees who are employed by MetLife or its affiliated companies as of the Termination Date.

 

   

You will not for a period of twelve (12) months, less the Garden Leave Period (as described in Section 13 below), immediately following the Termination Date whether on your own account or for any other person, firm or company, directly or indirectly in connection with any business similar to or in competition with the business of the Company or its affiliated companies solicit or endeavor to entice away from the Company or its affiliated companies any person, firm or company (i) who or which in the twelve (12) months prior to the Termination Date shall have been a client of or in the habit of dealing with the Company or its affiliated companies and (ii) with whom or which you had personal dealings in the course of your employment in the twelve (12) months prior to the Termination Date.

 

   

Further, you will not for a period of three (3) months, plus any Garden Leave Period (as described in Section 13 below), after the termination of your employment from MetLife and its affiliated companies, other than transfer of employment among affiliates (“Termination Date”) become employed directly or indirectly by an organization, company, third-party or other such entity which is a competitor of MetLife and/or its affiliated companies, regardless of industry, without the express written consent of MetLife, which consent is subject to MetLife’s sole and absolute discretion.

You specifically acknowledge that:

(a) the restrictions set out in this Section 9 are reasonable and necessary for the protection of the legitimate interests of the Company or any affiliated company and that, having regard to those interests, these restrictions do not work unreasonably against you;

 

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(b) the restrictions apply in relation to all clients, customers and suppliers in respect of whom they are expressed to apply notwithstanding that such clients, customers and suppliers may have been introduced to the Company or any affiliated company by you (or any person under your control) before or during your employment with the Company;

(c) the Company or any affiliated company has a legitimate and proprietary interest in protecting any and all of the relationships that you may have from time to time with any clients, customers and suppliers of the Company or any affiliated company;

(d) nothing under the provisions of this letter shall prevent the provisions of this Section 9 from having continuing effect notwithstanding that your employment contract has terminated for any reason;

(e) each of the restrictions contained in this Section 9 impose separate and distinct obligations. In the event of a court determining that any one or more of such restrictions is void, such a determination shall not in any way operate to invalidate the enforcement of any provision not declared as being void. Nothing under the provisions of this Section 9 shall preclude the Company or any affiliated company, at its own election, enforcing any one, but not all, of the restrictions contained in this Section 9; and

(f) You agree that by agreeing to the terms of this Section 9 that you enter this letter both jointly and severally with the Company and any and all associated companies all of whom you acknowledge take the benefit (including the right of enforcement against you) of Section 9 both collectively and individually. For the purposes of this Section 9, you acknowledge and agree that the Company has signed this letter as agent on behalf of all and any affiliated company for the purposes of this Section 9. Nothing under the provisions of this Section 9 shall preclude the Company or any affiliated company, at its own election, enforcing any one, but not all, of the restrictions contained in this Section 9.

You further agree that in the event of the Company transferring all or part of its business to an affiliated company or to any third party (in either case, a “Transferee”) the restrictions contained in this Section 9 shall, with effect from the date you become an employee of the Transferee, apply to you as if references to the Company included a reference to the Transferee and any references to clients, customers, suppliers, employees or other persons providing personal services shall be regarded as a reference to clients, customers, suppliers, employees or other persons who provide personal services of behalf of the Transferee and any one of more affiliated company.

 

10. Confidential Information

You shall neither during your employment with MetLife or its affiliated companies (except in the proper performance of your duties) nor at any time (without limit) after its termination directly or indirectly (a) use for your own purpose or those of any other person, company, business entity or other organization whatsoever; or (b) disclose to any person, company, business entity or other organization whatsoever any confidential information relating or belonging to the Company or any of its affiliated companies including, but not limited to, any such information relating to customers, customer lists or requirements, price lists or pricing structures, marketing and sales information, business plans or dealing, employees or officers, financial information and plans, designs, formulae, product lines, prototypes, services, research activities, source codes and computer systems, software, any document marked “Confidential” (or with a similar expression), or any information which you have been told is confidential or which you might reasonably expect MetLife or its affiliated companies would regard as confidential, or any information which has been given to the Company or any of its affiliated companies in confidence by customers, suppliers and other persons. The obligations contained in this Section shall not apply to any disclosures required by law and shall cease to apply to any information or knowledge which may subsequently come into the public domain after the termination of your employment, other than by way of unauthorized disclosure.

 

Page 7 of 10


11. Notice of Termination of Employment

At any time after signing this letter, you may terminate your employment with MetLife on not less than ninety (90) days’ written notice to the Company.

At any time after signing this letter, MetLife may terminate your employment by giving you ninety (90) days written notice or, at the Company’s discretion, payment in lieu of all or a portion of such notice.

Notwithstanding the above, MetLife reserves the right to terminate your employment without any notice if it has reasonable grounds to believe you are guilty of gross misconduct, persistent unpunctuality, neglect of duty, material breach of any of the terms of your employment (including the provision on mobility and travel referenced in Section 2 of this letter) or on any other ground within Section 9 of the Employment Ordinance of Hong Kong. Such grounds shall constitute “Good Cause.”

On termination of your employment for any reason, you must immediately return to MetLife in accordance with its instructions all equipment, correspondence, records, specifications, software, disks, models, notes, reports and other documents and any copies thereof and any other property belonging to the Company or any of its affiliated companies (including, but not limited to, keys, credit cards, equipment and passes) which are in your possession or under your control. You must, if so required by MetLife, confirm in writing that you have complied with these obligations.

MetLife shall have the right to suspend you pending any investigation into any potential dishonesty, gross misconduct, or any other circumstances which may give rise to a right for the Company to terminate your employment pursuant to this Section 11.

In the event of termination of your employment hereunder, however arising, you agree that you will not at any time after such termination represent yourself as still having any connection with MetLife or any of its affiliated companies save as a former employee for the purposes only of communicating with prospective employers or complying with any applicable statutory requirements.

 

12. Payments On Termination

If your employment is terminated by the Company without Good Cause as described in Section 11, MetLife will offer you severance pay equal to the amount determined by the severance pay formula in the MetLife Plan for Transition Assistance for Officers (or such successor severance plan applicable to the majority of MetLife, Inc. executives in the United States at that time), and subject to the same terms, as if you were eligible under that plan.

For the avoidance of doubt, it is understood and agreed that there shall be no duplication of severance pay in any manner, in that you shall not be entitled to the Termination Pay hereunder for more than one position with the Company or its affiliated companies. Further, Termination Pay shall be in lieu of any other payments in the nature of severance pay which will be provided to you by the Company. To this end, if you are entitled to severance or termination pay or a beneficiary to any other arrangement providing for severance payments, such agreement shall be deemed amended to eliminate any obligation for such payments to be provided to you by virtue of the existence of this letter. Additionally, to the extent you are entitled to any payment in lieu of notice of termination or PILON under this letter or the employment laws of Hong Kong, the Termination Pay to which you would otherwise be entitled under this letter shall be reduced by the amount of any such payment in lieu of notice or PILON, with the understanding that this reduction may reduce your Termination Pay to zero.

MetLife, Inc. executive officers are also currently covered by the MetLife Executive Severance Plan, which provides for severance payments under some circumstances following a change-in-control of MetLife, Inc. The MetLife Executive Severance Plan may be amended or terminated at any time, subject only to its terms.

 

Page 8 of 10


13. Garden Leave

MetLife, in its sole and absolute discretion, reserves the right to exclude you from the premises of the Company and its affiliated companies and require you not to attend at work and/or not to undertake all or any of your duties of employment during any period of notice (whether given by you or MetLife (the “Garden Leave Period”), provided that MetLife continues to pay your Annual Base Compensation on the ordinary payroll schedule applicable to the location to which you are assigned by the Company during the Garden Leave Period and contractual benefits for the duration of the Garden Leave Period. For the avoidance of doubt, the maximum Garden Leave Period under this letter shall not exceed three (3) months.

It is specifically agreed and understood that, during any period of notice or Garden Leave Period, you will remain a MetLife employee and therefore cannot act against the interests of the Company or any of its affiliated companies. Amongst other things, this means that:

 

(a) you must not be employed by or otherwise provide services to any third party (unless agreed in advance with the Company in writing);

 

(b) you must not compete or prepare to compete with MetLife or its affiliated companies or assist a competitor in any way, including by diverting or preparing to divert clients of the Company or its affiliated companies or business of the Company or its affiliated companies to a competing business;

 

(c) you must not undermine the business of MetLife or its affiliated companies in any way; and

 

(d) you must comply with all lawful instructions of MetLife or its affiliated companies (including any instruction not to contact customers, prospective customers, employees, or business contacts of the Company or any of its affiliated entities).

Accordingly, your obligations of confidentiality, good faith and fidelity remain in place at all times. Any breach of these obligations may be grounds for summary dismissal.

 

14. Warranty and Undertaking

You represent and warrant that you are not subject to any agreement, arrangement, contract, understanding, court order or otherwise, which in any way directly or indirectly restricts or prohibits you from fully performing any of your duties of employment in accordance with the terms and conditions of this letter.

You further represent and warrant that you will not improperly use or disclose to or for the Company’s benefit (or that of its affiliated companies) any confidential information of (i) any former or current employers, (ii) any person to whom you have previously provided or currently provide consulting services, or (iii) any other person to whom you owe an obligation of confidentiality. You must not bring onto the premises of the Company or its affiliated companies any unpublished documents or any property belonging to any person referred to in any of the foregoing subparagraphs (i), (ii) or (iii) unless consented to in writing by such person or entity.

You hereby authorize MetLife or any of its affiliated companies to make known the terms of this letter and the fact of your responsibilities under this letter to any person or entity including, without limitation, clients of MetLife and/or its affiliates and your future employers. In particular but without limitation to the foregoing, you agree that in the event of receiving from any person, company, business entity or other organization an offer of employment either during the continuance of the terms and conditions of this letter or during the continuance in force of any of the restrictions set out in Sections 9 and 10 of this letter, you will forthwith provide to such person, company, business entity or other organization a full and accurate copy of Sections 9 and 10 of this letter.

 

Page 9 of 10


15. Miscellaneous

This letter constitutes all of the written terms and conditions of your employment agreement with MetLife. No prior promises or agreements regarding your employment with MetLife, whether oral or written, will remain in effect. The Employee Handbook also applies to you. For the avoidance of doubt, the Employee Handbook does not create any binding terms. MetLife’s failure to strictly enforce any of the terms, provisions or covenants set forth herein shall not be construed as a waiver of same or of the right of MetLife to enforce same.

If at any time any provision of these terms and conditions becomes illegal, invalid, or unenforceable in any respect, the legality, validity and enforceability of the remaining provisions shall not be affected or impaired thereby. These terms and conditions of your employment shall be governed by and construed in accordance with the laws of Hong Kong, and the parties shall submit to the non-exclusive jurisdiction of the Hong Kong courts.

If you agree to the terms and conditions stated above and agree to abide by such provisions, please sign this letter in duplicate. Retain a copy for your reference and return one to us in confirmation of your agreement and acceptance of the employment.

 

Yours sincerely,     Agreed & Accepted by:
MetLife Asia Pacific Limited    
By:  

/s/ Keith Tucker

    By:  

/s/ Christopher Townsend

  Keith Tucker       Christopher Townsend
  Vice President, Human Resources      
Dated:  

7 May, 2012

    Dated:  

11/5/12

 

Page 10 of 10

Exhibit 10.2

 

LOGO

METROPOLITAN LIFE INSURANCE COMPANY OF

HONG KONG LIMITED

HEALTHCARE PLAN

MEMBER’S EXPLANATORY HANDBOOK

Prepared by:

JLT


Contents

   Page  

Foreword

  

1.

 

General Information

     2   

2.

 

Healthcare Benefits

     4   

3.

 

Direct Settlement of Medical Expenses

     6   

4.

 

Reimbursement of Medical Expenses

     8   

5.

 

Emergency Assistance

     11   

6.

 

Exclusions

     13   

Appendix

Prior Agreement Application — Hospitalization

Prior Agreement Application — Series of Procedures / Medical Prosthetic Devices

Prior Agreement Application — Dental Treatments


FOREWORD

This booklet summarises the Care & Health Corporate Healthcare Plan (the Plan), which consists of four major components covering: -

 

 

medical expenses arising from sickness or injury;

 

 

maternity related expenses;

 

 

dental expenses;

 

 

emergency assistance, including evacuation and repatriation.

The Plan is insured by the AXA Group (the insurer) based in France and the claims are administered by a dedicated division of GMC Services (GMC) based in Singapore. The emergency assistance programme is supported by International SOS (ISOS), a specialist in this field.

In Hong Kong, Jardine Lloyd Thompson Limited (JLT) is an appointed distributor and co-ordinator. Their contact details are as follows:-

Jardine Lloyd Thompson Limited

28/F., DCH Commercial Centre 25

Westlands Road, Quarry Bay

Hong Kong

Telephone 2864 5527 or 2864 5335

Facsimile 2529 5333

Whilst every effort has been made to ensure accuracy of this document, it must be clearly understood that, should there be any discrepancy between this booklet and the provisions of the Insurer’s policy wording, then the latter shall prevail.


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1. GENERAL INFORMATION

 

1.1 Coverage

The Plan covers medical treatment provided by registered medical practitioners and medical practices that are recognized by the World Health Organisation. Chinese Herbalist and Bonesetters who are Registered Chinese medicine practitioners under the Chinese Medicine Ordinance of the Hong Kong SAR or duly qualified practitioner of Chinese Medicine registered as such under the laws of the country you receive such treatment are also covered.

The Plan provides 24-hour worldwide coverage and gives you the flexibility to choose in which country within your geographical zone, hospital and clinic to have your treatment. Medical expenses resulting from an accident or unforeseeable illness occurring during travel in excluded countries (if applicable) are covered. In respect of hospitalisation, you must follow the procedures set out in section 2.2. The emergency assistance coverage is only applicable to overseas trips that do not exceed 90 days per trip.

 

1.2 Enrolment

You are required to submit the following details for each person to be covered:-

 

  a) full name;

 

  b) date of birth;

 

  c) sex;

 

  d) nationality;

 

  e) employee’s bank details, i.e. bank name, bank address, account number, account holder’s name, swift code and currency (for reimbursement of claims);

 

  f) employee’s personal correspondence address;

 

  g) employee’s email address

Unless the total number of employees covered in your group is greater than 10, each employee member is required to complete a health declaration form (details of each eligible dependant will also need to be declared in the same form), which is then submitted to the Insurer for assessment. Cover will not commence until the application has been accepted by the Insurer. Depending on an individual’s medical history, acceptance may include additional exclusions.

 

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Each member will receive a Plan membership card which lists out important contact and membership numbers. You should, therefore, carry this card at all times in case you suddenly require medical treatment. These cards must be returned to Jardine Lloyd Thompson Limited (JLT) when you leave service. If you should lose a card, you must report it to JLT at the earliest opportunity. There will be a charge for a replacement card.

 

1.3 Dependant’s Coverage

Provided it has been agreed with your employer, the Plan will cover your spouse and any unmarried children from birth up to the age of 20 years or 25 if they are still in full-time education (proof of full-time education will be required for those over the age of 20).

After you have joined the Plan, it is your responsibility to notify JLT (via your employer) of any additional eligible dependants.

 

1.4 Maximum Insured Age

You must be under the age of 65 when you first join the Plan. Once a member, cover is renewable until the age of 64.

 

1.5 Termination of Benefits

All expenses incurred after one of the following will not be covered:-

 

  a) cessation of membership in the Plan;

 

  b) the termination of your employment;

 

  c) the eve of your 65th birthday;

 

  d) the termination of the insurance policy by your employer;

 

  e)

in respect of a dependent child, the eve of his/her 21 st birthday or 26 th birthday if still in full-time education.

 

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2. HEALTHCARE BENEFITS

 

2.1 Outpatient Benefits

Subject to the policy exclusions (see section 6.1) and claim procedures, all reasonable and customary outpatient medical expenses will be covered by the Plan without cash limits. However, all eligible outpatient medical expenses shall be reimbursed on a 90% basis.

 

2.2 Hospitalisation Benefits

Subject to the policy exclusions (see section 6.1), all reasonable and customary hospitalisation expenses will be covered up to the amounts which are commensurate with a standard private room. Additional charges resulting from the use of a deluxe or VIP room will, however, not be covered.

Hospitalisation must be for at least 24 hours. If confinement is less than 24 hours, treatment and services provided will be deemed as outpatient, unless surgery has been involved. You should also note that an admission to hospital which is primarily for diagnostic scanning, X-ray examination, physical therapy and the like will also be deemed as outpatient treatment.

For a child under the age of 12, the Plan will also cover the cost (up to US$40 per day for a maximum of 30 days per year) of an additional bed for an accompanying parent.

 

2.3 Ambulance Costs

Reimbursement of ambulance costs is subject to a maximum of US$300 per year per person.

 

2.4 Maternity Benefit

Subject only to the policy exclusions, all maternity related expenses incurred after 9 months’ membership (waived if your membership group consists of more than 10 employees) will be covered by the Plan up to a limit of US$12,000 per pregnancy.

In addition, up to three fertility treatments (per lifetime under the Plan) by way of in vitro fertilisation or artificial insemination will be covered at US$750 per fertilisation/ insemination. “Prior Agreement” from the Insurer is required (see section 4.1).

All eligible expenses shall be reimbursed on a 90% basis.

 

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2.5 Dental Benefits

Dental prostheses and orthodontic expenses incurred after 6 months’ membership (waived if your membership group consists of more than 10 employees) will be reimbursed at a rate of 90% by the Plan up to the following cash limits:-

 

  a) General treatment (consultations, conservative care, surgery, routine care, cleaning, fillings, extractions, etc) - up to US$1,500 per person per year.

 

  b) Dental prosthesis (crowns, pinned teeth, inlays, on lays, fixed or removable dentures, implants, except temporary) - limited to US$700 per tooth (up to an annual maximum of US$3,500 per person). “Prior Agreement” from the Insurer is required (see section 4.1).

 

  c) Orthodontics (for children only) - up to US$1,800 per year for a maximum of 2 years. Treatment must be before the child’s 16th birthday and “Prior Agreement” from the Insurer is required (see section 4.1).

 

2.6 Other Prostheses

After 6 months’ membership (waived if your membership group consists of more than 10 employees), medical prostheses (hearing aids, orthopedic prostheses, non-orthopedic prostheses) and durable medical equipment are covered at a rate of 90% up to a maximum of US$4,200 per year. “Prior Agreement” from the Insurer is required (see section 4.1).

 

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3. DIRECT SETTLEMENT OF MEDICAL EXPENSES

 

3.1 Outpatient

GMC has a designated global network of clinics that will bill GMC directly for general and specialist consultations. These are listed on the GMC website — www.henner.com and marked with ¨ . To access to this facility, you (as the employee member) need to download a “Direct Settlement document” from the said website by following these procedures:-

 

  a) Connect to www.henner.com and go to “International Medical Network” —> “Access the Network”.

 

  b) Identify yourself by entering your GMC number (as it appears on your GMC Card) and password (which will be your date of birth for the first time login — dd/mm/yyyy) and a city of your choice.

 

  c) Download GMC Direct Settlement document which can be folded into a more convenient size for carriage.

 

  d) If your dependants are also covered, their names will appear on the document. You may download additional documents for your covered dependants to use.

 

  e) Each document carries a six-month validity period from the issuance date, but you can download a new document before the expiry of the old document.

On arrival at one of the participating clinics, simply present the practitioner with your valid downloaded Direct Settlement document as well as your GMC Card. The benefit section of your direct settlement document lists all the services included. For services rendered that are not listed, but are covered under your policy, you will need to pay for the service and claim reimbursement afterwards.

Since outpatient is set at 90% reimbursement, you are responsible to pay 10% co-payment for each visit at network clinics.

 

3.2 Hospitalisation — Planned Admission

For any planned confinement, including for childbirth, you must notify the Insurer by asking your attending doctor to promptly complete and return a ‘Prior Agreement Application - Hospitalisation’. This should be done at least 10 days before your admission date. This

 

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procedure enables the insurer to assess whether the charges to be incurred are within the reasonable and customary range. At the same time, GMC will arrange for the hospital to send bills directly to the Insurer for settlement.

A photocopy of the enclosed specimen form can be used. The completed form should be faxed to GMC on Singapore (65) 6849 4092 during office hours. For assistance, you may contact JLT on Hong Kong (852) 2864 5527 or 2864 5335 (facsimile Hong Kong (852) 2529 5333)

 

3.3 Hospitalisation – Emergency Admission

If you are being admitted in an emergency and it is to a designated hospital marked with LOGO on the list in the GMC website, the hospital will bill GMC directly if you are able to show the hospital your downloaded Direct Settlement document as detailed in Section 3.1.

However, if the emergency admission is to any other hospital, you should notify the Insurer as soon as possible and before you are discharged by calling one of the appropriate contact numbers on the back of your GMC Card and. If the length of your stay turns out to be too short to give sufficient time for GMC to arrange a direct settlement, you will need to settle the bill upon discharge and claim reimbursement afterwards by following the procedures set out in Section 4.3. For reference, the emergency contact numbers that appear on the back of your GMC Card are as follows:-

 

Hospitalisation in
Asia Pacific
   Hong Kong: (852) 800 96 5656 or Singapore: (65) 6887 2488
Hospitalisation in the USA and Canada    Toll free: 1 866 936 1225 or From outside the USA and Canada: +1 305 459 4856
Elsewhere in the World    Singapore: (65) 6887 2488

 

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4. REIMBURSEMENT OF MEDICAL EXPENSES

The need to make a reimbursement claim should only arise in two situations. One is for outpatient expenses when the direct settlement facility cannot be or has not been used and the other is for emergency hospital admissions when the Direct Settlement document has not been used.

A claim for reimbursement must be made within 12 months of incurring the expense. Beyond this period, a claim will be rejected. Unlike most insurance claims, there is no claim form to complete. The documents needed to support the different types of medical claims are listed below. You should consider accumulating small claims before submitting them in batches for reimbursement.

All claims should be sent to:

GMC Services

20 Cecil Street

#05-05 Equity Plaza

Singapore 049705

Telephone: (65) 6887 2488

Facsimile: (65) 6849 4092

Email: gmcg.ug32@henner.com

Be sure to retain a copy of all documentation which you submit.

Claims reimbursement will be credited into your bank account. A settlement statement detailing the expenses incurred and amount reimbursed will be sent directly to your email address.

The Insurer reserves the right to request further supporting information if the documents submitted prove to be insufficient.

 

4.1 Prior Agreement

You MUST seek ‘Prior Agreement’ from the Insurer for

 

   

Protracted forms of medical treatment, which requires more than one session, such as Physiotherapy, Chiropractors, Chemotherapy, Radiotherapy, Dialysis, Electrotherapy, Kinesitherapy, Speech Therapy, Nursing Care or Psychiatric Treatment, etc

 

   

Fertility treatment

 

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Dental prosthesis and orthodontic treatment

 

   

Medical prostheses and durable medical equipment

This is a necessary procedure which also helps you to ensure that charges to be incurred will be within the reasonable and customary range. It must be noted that failure to comply with this requirement will result in your claim being rejected.

The attending doctor/specialist must complete the appropriate ‘Prior Agreement Application — Series of Procedures / Medical Prosthetic’ or ‘Prior Agreement Application — Dental Treatments’ form (a photocopy of the enclosed specimen can be used) together with a medical prescription detailing the diagnosis, treatments planned and cost breakdown.

The completed form and medical prescription should be faxed to GMC on Singapore (65) 6849 4082 during office hours. Once processed, you will receive by email an approval letter. A copy of this letter must accompany your claim for reimbursement of the related expenses.

In planning your treatment around the “Prior Agreement” you should, where practicable, allow at least 15 days for the Insurer to give its response. However, the Insurer will permit the completed form to be submitted after the commencement of treatment when urgent treatment is required. For assistance, you may contact JLT on Hong Kong (852) 2864 5527 or (852) 2864 5335 (facsimile Hong Kong (852) 2529 5333).

 

4.2 Outpatient Expenses (including Pre and Post Natal)

 

  a) Always obtain an original official receipt from your doctor/hospital for the expenses incurred.

 

  b) The receipt must include the following information:-

 

   

Date of consultation

 

   

Full name of the patient (as shown on the GMC Card)

 

   

Breakdown of charges incurred

 

   

Diagnosis/disability

You should write on the back of the receipt (a) the name of your company, (b) name of the patient and (c) the patient’s ‘Identification Number’ as it appears on patient’s GMC Card or attach a photocopy of the patient’s card.

 

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  c) No claim form is required. Simply submit the original discharge summary and receipt, making sure the information set out in (b) above is complete.

 

4.3 Hospitalisation Expenses

 

  a) Always obtain an original official receipt, discharge summary and medical report from your doctor/hospital for the expenses incurred.

 

  b) The receipt must include the following information:-

 

   

Date of admission, discharge and (if applicable) surgery

 

   

Full name of the patient (as shown on the GMC Card)

 

   

Breakdown of charges incurred

 

   

Diagnosis/disability

You should write on the back of the receipt (a) the name of your company, (b) name of the patient and (c) the patient’s ‘Identification Number’ as it appears on patient’s GMC Card or attach a photocopy of the patient’s card.

 

  c) No claim form is required. Simply submit the original discharge summary and receipt, making sure the information set out in (b) above is complete.

 

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5. EMERGENCY ASSISTANCE

Whenever emergency assistance is required, necessitated by accident or illness occurring when you are residing outside your home country (the country of your declared nationality) or when you are travelling outside your country of employment, you should call (65) 6887 2488 which shown on your GMC Card.

Cover is provided by International SOS (ISOS), a specialist organisation in this field. You should take note that when transportation costs are involved, tickets must be arranged by ISOS for it to be covered by the Plan. At the same time, you are required to surrender any unused portion of a prepaid ticket. Any transportation which involves air travel will be on economy class unless it is deemed medically inappropriate.

 

5.1 Telephone Medical Advice

ISOS will arrange to provide medical advice to you over the telephone.

 

5.2 Emergency Medical Evacuation for reasons of Health

Once notified, ISOS will arrange the necessary contacts between their medical team, the local doctor and the family doctor, if appropriate.

When deemed necessary and approved by ISOS’ medical department, having taken full account of your condition, ISOS will arrange and pay for the expense of transporting you by the most appropriate means to the nearest hospital most appropriate for your condition.

 

5.3 Return to Country of Employment

If an emergency medical evacuation takes you to a third country, ISOS will arrange and pay the cost of economy class airfare by scheduled flight for returning you to your country of employment or home country.

 

5.4 Return of Unaccompanied Children

ISOS will arrange and pay the cost of the return home to the country of employment or the home country (or to the home of a member of your family) of your children under 18 years of age travelling with you, if you cannot take care of them because of injury or sickness during the trip.

 

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5.5 Compassionate Visit

If you are hospitalised for over seven days outside your country of employment or home country without an adult companion, ISOS will supply and pay a round-trip ticket economy class air fare by scheduled flight for one of your family members to visit you.

 

5.6 Return of Bodily Remains

In the event of death, ISOS will pay the cost of transporting the mortal remains from the place of death to the deceased’s home country. The cost of the coffin is limited to US$1,900.

 

5. 7 Transmission of Urgent Messages

ISOS will transmit your urgent messages to your family members in the event of evacuation/hospitalisation.

 

5.8 Advance of Bail

When you are in a foreign country, ISOS will advance bail to you up to US$13,600. This sum is only an advance and so, you are required to repay the total amount within 45 days after receipt of an ISOS invoice.

This coverage does not apply to any situation resulting from traffic or narcotic offences or from your participation in any political demonstration.

 

5.9 Lawyer’s Fees

ISOS will reimburse you for lawyer’s fees up to US$1,700 if proceedings are taken against you for involuntary violation of the laws of a foreign country.

 

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6. EXCLUSIONS

 

6.1 For the whole Plan

The following are not covered by the Plan: -

 

  a) Additional expenses that are a consequence of using a deluxe or VIP room.

 

  b) Treatment by any person other than a registered medical practitioner; medical practices that are not recognized by the World Health Organisation.

 

  c) Non-medicinal everyday-use products such as absorbent cotton, alcohol, sun creams, toothpaste, bandages, shampoo, etc.

 

  d) Stays in convalescent homes, rest homes (or similar facilities), establishments for alcoholics or drug addicts (or related facilities) during the first two years of membership. After two years membership cover will be limited to 30 days per person per year.

 

  e) Expenses relating to health comfort items (e.g. orthopaedic shoes, inhalators, massage devices, sun lamps, heating pads, etc.)

 

  f) Stays in geriatric facilities under partial or permanent supervision.

 

  g) Care that presents no direct medical necessity for the treatment of illness, especially cosmetic procedures and the results thereof.

 

  h) Preventive medical care and health check-ups.

 

  i) Treatments for mental disorders such as nervous disorders or mental illness, psychoanalysis, psychotherapy.

 

  j) Thermal cures and spa

 

  k) Occupational rehabilitation.

 

  1) Non-medical expenses such as for telephone calls, alcoholic beverages and guests’ meals.

 

  m) Expenses resulting from intentional acts including suicide and self inflicted injuries; war, riots, brawls, acts of terrorism in which you have played an active role; sports practised as a professional activity; deliberate exposure of extreme danger.

 

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6.2 Additional Exclusions applicable to Emergency Assistance Benefits (as defined in Section 5):-

 

  a) Any repatriation or emergency transportation or other expenses not approved in writing by ISOS and/or under the auspices of ISOS.

 

  b) Any expenses incurred against medical advice or when the condition is not serious.

 

  c) Medical examinations or surgical procedures scheduled prior to the request for assistance and not of an emergency nature or intended to protect life or prevent substantial worsening of the condition.

 

  d) Injuries or illnesses due to the practice of hazardous sports such as microlight flying, hang-gliding, paragliding, mountain climbing, rock climbing, contact sports and martial arts, caving, sledge, skiing, ski jumping, bobsleighing, bungee-jumping, gliding, rafting or the operation of personal watercraft.

 

  e) Injuries or illnesses directly or indirectly arising from civil or foreign war, insurrections, riots, rebellions or popular uprising, whenever the member is in breach of existing laws by taking part although cases of legitimate self-defence and assistance to persons in danger are covered.

 

  f) Self-inflicted injuries or illnesses including suicide, attempted suicide and self-mutilation.

 

  g) Injures or illnesses resulting from or occurring in conjunction with competitive sports other than those in which the member participates purely as an amateur.

 

  h) Flying unless as a passenger in an aircraft that has a valid flying certificate and is flown by a licensed pilot.

 

  i) Injuries or illnesses incurred prior to the effective date of coverage and not declared to the Insurer.

 

  j) Participation in brawls, other than in self-defence or to the rescue of a third party.

 

  k) Injuries or illnesses resulting directly or indirectly from radioactivity.

 

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Appendix I

G M C gestion

Department International

GMC Services - 20 Cecil Street, #05-05 Equity Plaza, Singapore 4049705

tel: +65 6887 2488

E-mail : gmcg.ug32@henner.com Fax : +65 6849 4092

PRIOR AGREEMENT APPLICATION - HOSPITALIZATION

Hospitalization may be refunded by GMC International only if they are the subject of a prior agreement of our Medical Board, on the basis of this document, which must be completed by the Physician and sent by post or fax to:

GMC Services - 20 Cecil Street, #05-05 Equity Plaza, Singapore #049705 or Fax: +65 6849 4092

This form must be sent no later than 10 days prior to the date of hospitalisation.

In the event of a medically justified emergency, this form must be sent within 3 days following admission.

The Medical Board’s agreement to the hospitalization will authorise issuance of an undertaking to reimburse, which will be sent directly to the designated institution. The Medical Board will notify the patient in the event of a refusal.

Insured person’s surname and first name:

GMC ID No.:

Patient’s surname and first name:

Date of birth:

Sex:

TO BE COMPLETED BY THE ATTENDING PRACTITIONER

Proposed place of hospitalization (name of institution, address, telephone, fax, e-mail):

Attending physician (name, address, telephone, fax):

Reason for the hospitalization Clinical symptoms presented / Precise medical diagnosis:

Detailed estimated cost of the hospitalization:

Physicians’ fees:

Other cost elements:

Nature of the proposed intervention and treatment programme:

Nature of any additional examination to be carried out:

Length of stay: Date of admission:

For a stay of:

Is it an extension of stay (yin)?

Hospital charges:

Physician’s seal and signature:

Date:

For medical information: +65 6887 2488

Patient’s signature

hereby authorize my Physician to send to GMC International’s medical consultant all the medical information required for making a decision on my case.

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Appendix II

GMC gestion

Department International

Tél: +65 6887 2488

GMC Services 20 Cecil Street, 805-05 Equity Plaza, Singapore 8049705

E-mail : gmcg.ug32@henner.com

Fax +65 6849 4092

PRIOR AGREEMENT APPLICATION — SERIES OF PROCEDURES / MEDICAL PROSTHETIC DEVICES

Subscribing Company (see membership card):

GMC ID No. (see membership card):

Patient’s surname and first name:

Date of birth:

Sex:

TO BE COMPLETED BY THE ATTENDING PRACTITIONER

The following procedures are subject to this prior agreement application:

Type I treatments:

orthoptics, nursing care

Psychiatric or psychotherapeutic treatments (may be refunded only if treatments given by a physician)

Type 2 treatments:

Psychiatric or psychotherapeutic treatments (may be refunded only if treatments given by a physician)

Medical prosthetic devices:

Hearing aids, orthotic insoles, neck brace

TYPE I TREATMENTS

Pathology presented:

Nature of procedures:

Number of procedures:

Total cost:

TYPE 2 TREATMENTS

Description of the clinical symptoms:

Diagnosis

Medical history:

Family history:

Patient’s personality:

Type of therapy considered:

Behavioural contract:

Purpose of the therapy with expected results:

Total number of sessions:

Frequency of sessions:

Cost of each session:

MEDICAL PROSTHETIC DEVICES

Diagnosis:

Pathology presented:

Device required:

Cost:

Physician’s seal and signature:

Date:

For medical information: +65 6887 2488

Patient’s signature:

decision on my case.

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Appendix III

GMC

gestion

Department International

GMC Services - 20 Cecil Street, #05-05 Equity Plaza, Singapore #049705

Tel : +65 6887 2488 E-mail : gmcgmg32@henner.com Fax : +65 6849 4092

PRIOR AGREEMENT APPLICATION - DENTAL TREATMENTS

For dental treatment which is subject to prior agreement, the patient and attending dentist must complete this form and return it no later than 15 days prior to the scheduled start date of the treatment by post or fax to:

GMC Services - 20 Cecil Street, 405-05 Equity Plaza, Singapore #049705 or Fax: +65 6849 4092

Subscribing Company (see membership card): GMC ID No. (see membership card):

Patient’s surname and first name: Date of birth: Sex:

Note! The documents that must be submitted with this form are written in italic below.

In all cases (orthodontics / dental prostheses / periodontics / implantology), a detailed cost estimate of the entire treatment MUST be included.

TO BE COMPLETED BY THE Al I ENDING PRACTITIONER

ORTHODONTICS

If the application pertains to a mixed dentition intervention:

Does it concern is proscia rehabilitation (yin)?

Does it concern an early and interceptive

ontic apparatus (yin)?

Anticipated duration of the mixed dentition treatment (months): If the therapeutic plan involves final dentition, indicate all of the following values:

If the Ricketts analysis Is used, complete items R1-R2-R3-R4 + 5 to 11

If the Tweed analysis is used, complete items TI-T2-T3-T4 + 5 to 11

RI. Facial angle in degrees:

R2. FIFI in degrees:

R3. Convexity in millimetres:

R4. DDM in millimetres:

5. Molar dental class with gap measured in millimetres:

6. Supra-occlusion or infra-occlusion measured in millimetres:

7. Dental arch contraction or dental arch expansion in relation to the number of teeth concerned:

No anomaly: Isolated anomaly of a tooth: Multiple anomalies [|

8. Lower incisor angle / NaPog in degrees:

9. Angle 11/41 or 21/31 in degrees:

10. Free margin distance 11/41 or 21/31 in millimetres:

11. Anticipated duration of the final dentition treatment (in months):

T1. FMIA in degrees:

T2. IMPA in degrees:

T3. ANB in degrees:

T4. Total DDM:

Pathology of at least an entire area:

PROSTHESES Return this application and include the following documents and information: Dental panoramic radiograph of more than 3 teeth and alveolar retrusion or RVG images after endodontic treatment or resumption of treatment

Devitalised tooth (teeth n°) Vital tooth (teeth n°)

PERIODONTICS

Return this application and include the following documents and information: Alveolar retrusion assessment (status) + Number of dental quadrants/area concerned + Diagnosis + Treatment plan

IMPLANTOLOGY

Return this application and include the following documents and information:

Dental panoramic radiograph + Implant area (number of teeth to be replaced by implants) + Report including available bone height in implant area + Possible contraindications

Physician’s seal and signature:

Patient’s signature:

Date:

For medical information: +65 6887 2488

I hereby authorize my Physician to send to GMC International’s medical consultant all the medical information required for making a decision on my case.

Exhibit 99.1

 

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Contacts:      For Media:   John Calagna
       (212) 578-6252
     For Investors:   John McCallion
       (212) 578-7888

CHRISTOPHER G. TOWNSEND TO LEAD METLIFE’S ASIA REGION

NEW YORK, May 8, 2012 – MetLife, Inc. (NYSE: MET) announced today that Christopher Townsend, 43, will join the company as head of its Asia region, which consists of Japan, Korea, Australia, Hong Kong and China. Townsend will report to the CEO and become a member of the company’s executive management team. In 2011, MetLife’s Asia region generated $8.7 billion in premiums, fees & other revenues and more than $850 million in operating earnings.

“Chris will be an outstanding leader of our Asia region,” said Steven A. Kandarian, chairman, president and chief executive officer of MetLife, Inc. “He is a proven executive who knows how to drive profitable growth across multiple distribution channels.”

Townsend, who will be based in Hong Kong, joins MetLife from Chartis, a leading insurance organization serving more than 70 million clients around the world. He most recently served as chief executive officer of the company’s Asia-Pacific region with 4,700 employees in 15 countries.

Townsend previously was chief executive officer of Chartis–Australasia, with responsibility for the company’s businesses across Australia, New Zealand and the Pacific Islands. Earlier, he was the CEO for Hong Kong, head of mergers and acquisitions, and held a number of senior leadership roles in Hong Kong, Singapore, London and Sydney. He joined Chartis in the United Kingdom in 1991 and has spent more than half of his 21-year career in the company’s Asia-Pacific region. Townsend has agreed to join MetLife after a period of time during which he fulfills his existing obligations to Chartis.

In the fall of 2011, MetLife announced that it was organizing its business segments by three broad geographic regions – the Americas, EMEA (Europe/Middle East/Africa), and Asia – and a Global Employee Benefits business.

 

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“With Chris joining MetLife, we will have experienced leaders in place in all three of MetLife’s geographic regions and our Global Employee Benefits business,” Kandarian said. “I am confident they will deliver strong results for our customers, employees and shareholders.”

MetLife, Inc. is a leading global provider of insurance, annuities and employee benefit programs, serving 90 million customers. Through its subsidiaries and affiliates, MetLife holds leading market positions in the United States, Japan, Latin America, Asia, Europe and the Middle East. For more information, visit www.metlife.com.

This press release may contain or incorporate by reference information that includes or is based upon forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give expectations or forecasts of future events. These statements can be identified by the fact that they do not relate strictly to historical or current facts. They use words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe” and other words and terms of similar meaning in connection with a discussion of future operating or financial performance. In particular, these include statements relating to future actions, prospective services or products, future performance or results of current and anticipated services or products, sales efforts, expenses, the outcome of contingencies such as legal proceedings, trends in operations and financial results.

Any or all forward-looking statements may turn out to be wrong. They can be affected by inaccurate assumptions or by known or unknown risks and uncertainties. Many such factors will be important in determining the actual future results of MetLife, Inc., its subsidiaries and affiliates. These statements are based on current expectations and the current economic environment. They involve a number of risks and uncertainties that are difficult to predict. These statements are not guarantees of future performance. Actual results could differ materially from those expressed or implied in the forward-looking statements. Risks, uncertainties, and other factors that might cause such differences include the risks, uncertainties and other factors identified in MetLife, Inc.’s most recent Annual Report on Form 10-K (the “Annual Report”) filed with the U.S. Securities and Exchange Commission (the “SEC”), Quarterly Reports on Form 10-Q filed by MetLife, Inc. with the SEC after the date of the Annual Report under the captions “Note Regarding Forward-Looking Statements” and “Risk Factors,” and other filings MetLife, Inc. makes with the SEC. MetLife, Inc. does not undertake any obligation to publicly correct or update any forward-looking statement if we later become aware that such statement is not likely to be achieved. Please consult any further disclosures MetLife, Inc. makes on related subjects in reports to the SEC.

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