Singapore legislation

Regulation 6

of Insurance (Corporate Governance) Regulations 2013

Regulation 6

Independence from substantial shareholder

Amended byS 502/2022 wef 30/06/2022

Subregulation 1

In these Regulations, subject to regulation 14 or 23, as the case may be, a director of an insurer shall be considered to be independent from a substantial shareholder of the insurer if he is not that substantial shareholder and is not connected to that substantial shareholder.

Subregulation 2

Amended byS 502/2022 wef 30/06/2022

Notwithstanding paragraph (1), a director of an insurer which is —

(a)

the immediate subsidiary of another insurer (referred to in this paragraph as the parent insurer); or

(b)

the sole subsidiary of a designated financial holding company which does not carry on any business other than the holding of the insurer,shall, if he is not a substantial shareholder of the insurer, the parent insurer or the designated financial holding company, as the case may be, and is not connected to —

(i)

a substantial shareholder of the insurer (other than the parent insurer or designated financial holding company); or

(ii)

a substantial shareholder of the parent insurer or designated financial holding company, as the case may be,be treated as if he were independent from the substantial shareholder of the insurer for the purposes of regulations 7(1), 9, 11(1), 16(1) and 17(1).

Subregulation 3

For the purposes of paragraph (1), a person is connected to a substantial shareholder if he is —

(a)

in the case where the substantial shareholder is an individual —

(i)

a member of the immediate family of the substantial shareholder;

(ii)

employed by the substantial shareholder;

(iii)

employed by an associate of the substantial shareholder;

(iv)

an executive director of an associate of the substantial shareholder;

(v)

a non-executive director of an associate of the substantial shareholder;

(vi)

a partner of a firm or a limited liability partnership of which the substantial shareholder is also a partner; or

(vii)

accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of the substantial shareholder; or

(b)

in the case where the substantial shareholder is a corporation —

(i)

employed by the substantial shareholder;

(ii)

employed by an associate of the substantial shareholder;

(iii)

a director of the substantial shareholder;

(iv)

an executive director of an associate of the substantial shareholder;

(v)

a non-executive director of an associate of the substantial shareholder;

(vi)

a partner of a firm or a limited liability partnership of which the substantial shareholder is also a partner; or

(vii)

accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of the substantial shareholder.

Read in full context — Insurance (Corporate Governance) Regulations 2013 →