Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

At the Chubb Limited ("Company") Annual General Meeting of Shareholders ("annual general meeting") held on May 20, 2020, the Company's shareholders approved an amendment to Article 6(a) of the Articles of Association to authorize the Company's Board of Directors to increase the Company's share capital within two years following the 2020 annual general meeting to a maximum amount equal to CHF 4,830,000,000, which amount would be divided into 200,000,000 shares. In connection therewith, the amendment limits or withdraws the shareholders' pre-emptive rights in specified and limited circumstances, all as further described in the Company's 2020 Proxy Statement under the heading "Agenda Item 9: Amendment to the Articles of Association Relating to Authorized Share Capital for General Purposes". The Company's amended Articles of Association containing the amendment will become effective upon registration with the Commercial Register of the Canton of Zurich, Switzerland ("Swiss Commercial Register"). Subject to the subsequent approval by the Swiss Federal Commercial Register Office, the effective date of such registration is expected to be on or about May 22, 2020.

A copy of the amended Articles of Association is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

At the Company's 2020 annual general meeting, the Company's shareholders also prospectively approved an amendment to Article 3(a) of the Company's Articles of Association in conjunction with their approval of a share capital reduction, all as further described in the Company's 2020 Proxy Statement under the heading "Agenda Item 10: Reduction of Share Capital". Subject to publication of three notices to creditors and a subsequent two-month waiting period in accordance with Swiss law, and registration with the Swiss Commercial Register, the share capital reduction and amended Article 3(a) of the Articles of Association will become effective. The amended Articles of Association of the Company reflecting the share capital reduction will be filed with the SEC upon effectiveness.

Item 5.07 Submission of Matters to a Vote of Security Holders

The Company convened its annual general meeting on May 20, 2020 pursuant to notice duly given. The agenda items submitted at the annual general meeting were passed. The matters voted upon at the meeting and the results of such voting are set forth below.

The vote required to approve each agenda item noted below is described in the Company's 2020 Proxy Statement under the headings "What vote is required to approve each agenda item?" and "What is the effect of broker non-votes and abstentions?".



1.    Approval of the management report, standalone financial statements and
      consolidated financial statements of Chubb Limited for the year ended
      December 31, 2019

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  403,653,183            858,491              881,624               0

2.1 Allocation of disposable profit

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  404,870,481            240,403              282,414               0


2.2   Distribution of a dividend out of legal reserves (by way of release and
      allocation to a dividend reserve)


Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes

  404,794,782            357,117              241,399               0

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3. Discharge of the Board of Directors




Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes

  377,464,549            485,787             1,514,810          25,117,734

The voting results for Agenda Item 3 exclude shares held by the Company's directors, nominees and executive officers, who are not permitted by Swiss law to vote their shares on the discharge of the Board of Directors.

4.1 Election of PricewaterhouseCoopers AG (Zurich) as the Company's statutory

auditor for the year ending December 31, 2020

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  393,636,892           11,588,432            167,974               0


4.2   Ratification of appointment of PricewaterhouseCoopers LLP (United States)
      as independent registered public accounting firm for purposes of U.S.
      securities law reporting for the year ending December 31, 2020

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  388,930,819           16,294,326            168,153               0


4.3   Election of BDO AG (Zurich) as special audit firm until the Company's next
      annual general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  404,788,963            405,955              198,380               0


5.1   Election of Evan G. Greenberg as director until the Company's next annual
      general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  368,120,776           11,458,501            696,287           25,117,734


5.2   Election of Michael G. Atieh as director until the Company's next annual
      general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  376,906,085           3,210,711             158,768           25,117,734


5.3   Election of Sheila P. Burke as director until the Company's next annual
      general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  379,277,583            858,829              139,152           25,117,734


5.4   Election of James I. Cash as director until the Company's next annual
      general meeting


Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes

  378,917,764           1,206,034             151,766           25,117,734

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5.5 Election of Mary Cirillo as director until the Company's next annual

general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  364,654,738           15,483,417            137,409           25,117,734


5.6   Election of Michael P. Connors as director until the Company's next annual
      general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  368,624,286           11,487,546            163,732           25,117,734


5.7   Election of John A. Edwardson as director until the Company's next annual
      general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  371,036,075           9,074,243             165,246           25,117,734


5.8   Election of Robert J. Hugin as director until the Company's next annual
      general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  379,373,722            736,427              165,415           25,117,734


5.9   Election of Robert W. Scully as director until the Company's next annual
      general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  378,469,044           1,646,923             159,597           25,117,734


5.10  Election of Eugene B. Shanks, Jr. as director until the Company's next
      annual general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  378,914,461           1,192,394             168,709           25,117,734


5.11  Election of Theodore E. Shasta as director until the Company's next annual
      general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  377,851,054           2,251,732             172,778           25,117,734


5.12  Election of David H. Sidwell as director until the Company's next annual
      general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  379,106,726           1,007,133             161,705           25,117,734


5.13  Election of Olivier Steimer as director until the Company's next annual
      general meeting


Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes

  379,056,592           1,048,746             170,226           25,117,734

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5.14 Election of Frances F. Townsend as director until the Company's next annual

general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  377,793,950           2,332,716             148,898           25,117,734


6.    Election of Evan G. Greenberg as the Chairman of the Board of Directors
      until the Company's next annual general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  285,464,495           93,903,528            907,541           25,117,734


7.1   Election of Michael P. Connors as Compensation Committee member until the
      Company's next annual general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  368,878,901           10,979,048            417,615           25,117,734


7.2   Election of Mary Cirillo as Compensation Committee member until the
      Company's next annual general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  363,227,899           16,663,135            384,530           25,117,734


7.3   Election of John A. Edwardson as Compensation Committee member until the
      Company's next annual general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  370,142,388           9,722,231             410,945           25,117,734


7.4   Election of Frances F. Townsend as Compensation Committee member until the
      Company's next annual general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  372,924,544           7,170,644             180,376           25,117,734


8.    Election of Homburger AG as independent proxy until the conclusion of the
      Company's next annual general meeting


Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes

  404,875,460            213,740              304,098               0


9.    Amendment to the Articles of Association relating to authorized share
      capital for general purposes

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  361,930,761           43,134,510            328,027               0

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10. Reduction of share capital

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  404,427,159            506,195              459,944               0


11.1  Compensation of the Board of Directors until the next annual general
      meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  378,156,549            847,154             1,271,861          25,117,734

11.2 Compensation of Executive Management for the next calendar year

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes



  370,187,115           8,799,604            1,288,845          25,117,734


12.   Advisory vote to approve executive compensation under U.S. securities law
      requirements


Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes

  316,414,426           63,577,824            283,314           25,117,734


Item 9.01.   Financial Statements and Exhibits

(d)         Exhibits

Exhibit
Number          Description
3.1               Articles of Association of the Company as amended

4.1               Articles of Association of the Company as amended
                (Incorporated by reference to Exhibit 3.1)

104             Cover Page Interactive Data File (the cover page XBRL tags are
                embedded within the Inline XBRL document)

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