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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 21, 2006
Willis Group Holdings Limited
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(Exact Name of Registrant as Specified in Its Charter)
Bermuda
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(State or Other Jurisdiction of Incorporation)
001-16503 98-0352587
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(Commission File Number) (IRS Employer Identification No.)
c/o Willis Group Limited
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Ten Trinity Square
London EC3P 3AX, England
(Address of Principal Executive Offices)
(44) (20) 7488-8111
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(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))
Item 5.02 Appointment of Principal Officer
(d) Willis Group Holdings Limited (the "Company") has announced the appointment
of Anna Cheng Catalano, a recognized figure in the global petroleum industry, to
its Board of Directors effective July 21, 2006. Ms. Catalano will serve on the
Board's Corporate Governance and Nominating Committee.
During a career spanning over 20 years with Amoco Corporation and subsequently
BP plc, Ms. Catalano held a variety of U.S. and global positions including sales
operations, technical R&D, strategic planning, marketing, international business
development, and general management. Ms. Catalano holds a B.S. degree in
Business Administration from the University of Illinois, Champaign-Urbana. She
currently serves on the Boards of Directors of SSL International, plc. and
Hercules Incorporated. She is also a member of the Board of Directors of the
Gulf Coast Juvenile Diabetes Research Foundation.
Pursuant to the Company's standard director compensation policy for non-employee
directors, Ms. Catalano will receive directors' fees of $75,000 per annum and
options to purchase 30,000 of the Company's shares of common stock, at an
exercise price equal to the closing price of the Company's shares as quoted on
the NYSE on the date of grant, which vest in five equal installments from the
first anniversary of grant and are exercisable until the tenth anniversary of
grant. Each non-employee director is entitled to defer receipt of their fees in
accordance with the Company's non-employee Directors' Deferred Compensation
Plan.
A copy of the press release announcing Ms. Catalano's appointment to the Board
of Directors is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
99.1 Press Release of Willis dated July 21, 2006
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.
WILLIS GROUP HOLDINGS LIMITED
Date: July 26, 2006 By: /s/ Eric R. Dinallo
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Name: Eric R. Dinallo
Title: Group General Counsel
Exhibit 99.1
Willis Appoints Anna Cheng Catalano to Its Board
NEW YORK--(BUSINESS WIRE)--July 21, 2006--Willis Group Holdings
Limited (NYSE: WSH), the global insurance broker, today announces the
appointment of Anna Cheng Catalano, a recognized figure in the global
petroleum industry, to its Board of Directors.
During a career spanning over 20 years with Amoco Corporation and
subsequently BP plc, Ms. Catalano held a variety of U.S. and global
positions including sales operations, technical R&D, strategic
planning, marketing, international business development, and general
management. She held the top marketing position at BP, responsible for
repositioning the company's approach in its market facing businesses
from being product-driven to customer-led. After the launch of BP's
brand in 2000, Anna was responsible for the stewardship as well as
being a key driver of the "Beyond Petroleum" program.
As President of Amoco Orient Oil Company in the mid 1990s, Anna
established and managed Amoco's first downstream refining, marketing
and transportation business in the People's Republic of China. She
opened Amoco's first office in Beijing, creating a team of expatriate
and national employees to identify opportunities for building a
presence in the country. In 1998 she was Senior Vice President, Sales
Operations for Amoco, responsible for Amoco's retail network across
the U.S. and in 1999 she was named BP's Group Vice President, Emerging
Markets, with responsibilities for Asia, Africa, Latin America,
Eastern Europe and the Middle East.
"With her unique advantage of cultural fluency coupled with a
strong sense of business practices, Anna Catalano brings excellent
business instincts and a global, multi-cultural perspective to
Willis," said Joe Plumeri, Willis Chairman and CEO. "I am very excited
that she has accepted our invitation to join our team of Board members
whose combined global business understanding will help propel the
Company to the next level and beyond."
The addition of Catalano to the Willis Board brings the total to
13, twelve of whom are independent.
Ms. Catalano holds a B.S. degree in Business Administration from
the University of Illinois, Champaign-Urbana. In addition to
frequently speaking on strategic marketing and global branding, Anna
is a forthright leader on the mentoring and the advancement of women
in business and in recognition of her efforts she was recognized by
Fortune Magazine in 2001 as being among "The Most Powerful Women in
International Business". Anna currently serves on the Boards of
Directors of SSL International, plc., and Hercules Incorporated. She
is also a member of the Board of Directors of the Gulf Coast Juvenile
Diabetes Research Foundation.
Willis Group Holdings Limited is a leading global insurance
broker, developing and delivering professional insurance, reinsurance,
risk management, financial and human resource consulting and actuarial
services to corporations, public entities and institutions around the
world. With over 300 offices in more than 100 countries, its global
team of 15,400 Employees and Associates serves clients in some 190
countries. Willis is publicly traded on the New York Stock Exchange
(NYSE: WSH). Additional information on Willis may be found on its web
site: www.willis.com.
CONTACT: Willis Group Holdings Limited
Investors:
Kerry K. Calaiaro, +1 212-837-0880
kerry.calaiaro@willis.com
or
Media:
Dan Prince, +1 212-837-0806
daniel.prince@willis.com