Singapore legislation

Regulation 25

of Insurance (Corporate Governance) Regulations 2013

Regulation 25

Responsibilities of Board on remuneration

Subregulation 1

The Board of the Tier 2 insurer shall be responsible for —

(a)

recommending a framework for determining the remuneration of the directors of the Tier 2 insurer;

(b)

recommending a framework for determining the remuneration of the executive officers of the Tier 2 insurer which shall include the following elements and factors in the design and operation of the framework:

(i)

the remuneration package of each executive officer of the Tier 2 insurer —

(A)

shall be aligned to the specific job function undertaken by the executive officer and, where the executive officer undertakes any of the Tier 2 insurer’s control job functions, the remuneration package of that executive officer shall be determined independently of the business functions of the Tier 2 insurer;

(B)

shall take into account input from the Tier 2 insurer’s control job functions as may be relevant to the specific job function undertaken by the executive officer;

(C)

shall be aligned with the risks that the Tier 2 insurer undertakes in its business that is relevant to the specific job function undertaken by the executive officer;

(D)

shall be sensitive to the time horizon of risks that the Tier 2 insurer is exposed to, which includes ensuring that variable compensation payments shall not be finalised over short periods of time when risks are realised over long periods of time;

(E)

shall, in relation to the quantum of bonus payable to the executive officer, be linked to his personal performance, the performance of his specific job function as a whole and the overall performance of the Tier 2 insurer; and

(F)

shall, in relation to the rationale for the mix of cash, equity and other forms of incentives, be justified; and

(ii)

the size of the bonus pool of the Tier 2 insurer shall be linked to the overall performance of the Tier 2 insurer;

(c)

recommending the remuneration of each director and executive officer of the Tier 2 insurer based on the frameworks referred to in sub-paragraphs (a) and (b), respectively; and

(d)

reviewing, at least once in each year, the remuneration practices of the Tier 2 insurer to ensure that they are aligned with the recommendations made in accordance with sub-paragraphs (a), (b) and (c).

Subregulation 2

In paragraph (1) —

Definition

“business functions” means the job functions in the Tier 2 insurer that conduct risk-taking activities in relation to the business of the Tier 2 insurer;

Definition

“control job functions” means the following job functions:

(a)

risk control and management;

(b)

finance;

(c)

compliance;

(d)

internal audit;

(e)

human resource;

(f)

actuarial; and

(g)

risk control related back office operations.