Singapore legislation
Regulation 6
Regulation 6
Board
Subregulation 1
Every DFHC (Licensed Insurer) must —
have a Board comprising at least 3 directors; and
in the case of —
a Tier 1 DFHC (Licensed Insurer) — subject to paragraphs (2), (3) and (4) and regulations 14(3) and 19, have a Board comprising at least a majority of directors who are independent directors; or
a Tier 2 DFHC (Licensed Insurer) — subject to paragraphs (3) and (4) and regulations 22(3) and 28, have a Board comprising at least one‑third of directors who are independent directors.
Subregulation 2
Where a single substantial shareholder holds 50% or more of the share capital or the voting power in a Tier 1 DFHC (Licensed Insurer), paragraph (1)(b)(i) does not apply to the Tier 1 DFHC (Licensed Insurer) only if the DFHC (Licensed Insurer) has a Board comprising —
at least a majority of directors who are independent from management and business relationships with the DFHC (Licensed Insurer); and
at least one‑third of directors who are independent directors.
Subregulation 3
If a member of the Board resigns or ceases to be a member of the Board for any other reason, the DFHC (Licensed Insurer) must —
notify the Authority of the event within 14 days after the occurrence of the event; and
on or before its next annual general meeting, appoint the number of new directors that is necessary to rectify the composition of the Board in accordance with the requirements under paragraph (1).
Subregulation 4
Despite paragraph (3), the Authority may, on being notified under paragraph (3)(a), direct the DFHC (Licensed Insurer) to rectify the composition of the Board in accordance with the requirements under paragraph (1) within the time before the next annual general meeting of the DFHC (Licensed Insurer), and subject to any conditions or restrictions, that the Authority may specify, and the DFHC (Licensed Insurer) must comply with that direction.
Subregulation 5
The Board must maintain records of all its meetings.
Subregulation 6
A DFHC (Licensed Insurer) that contravenes paragraph (1) shall be guilty of an offence and shall be liable on conviction —
to a fine not exceeding $25,000; and
in the case of a continuing offence, to a further fine not exceeding $2,500 for every day or part of a day during which the offence continues after conviction.
Subregulation 7
A DFHC (Licensed Insurer) that contravenes paragraph (3)(a) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $25,000.
Subregulation 8
A DFHC (Licensed Insurer) that fails to comply with a direction of the Authority under paragraph (4) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $25,000.