Miscellaneous requirements as to conduct of business
23.  [Repealed by Act 11 of 2013 wef 18/04/2013]
Regulation of premiums under life policies and long-term accident and health policies
24.—(1)  A direct insurer licensed to carry on life business shall not issue a life policy or a long-term accident and health policy of any description, being a Singapore policy or an offshore policy, if the premium chargeable under the policy is not in accordance with rates fixed with the approval of the actuary appointed under section 31 or, where no rates have been so fixed for policies of that description issued by the insurer, is not a premium approved for the policy by the actuary.
[Act 11 of 2013 wef 18/04/2013]
(2)  The Authority may, by notice in writing, require a direct insurer licensed to carry on life business to obtain and furnish it within the time specified in the notice with —
(a)a report by the actuary appointed under section 31 as to the suitability of the rates of premium for the time being chargeable by the insurer for any description of life policy or long-term accident and health policy; and
(b)if the actuary considers that the rates of premium are not suitable or not in accordance with sound insurance principles, a report as to the rates of premium which the actuary approves for that description of policy.
[Act 11 of 2013 wef 18/04/2013]
(3)  For the purpose of subsection (1), regard shall be had to any report referred to in subsection (2) to the exclusion of any previous approval or report.
(4)  For each occasion on which an insurer issues a policy in contravention of this section, the insurer shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $25,000.
[23/2003 wef 01/01/2004]
[Act 11 of 2013 wef 18/04/2013]
Control of form of proposals, policies and brochures
25.—(1)  The Authority may, by notice in writing, require a Singapore insurer to submit to it —
(a)the forms of proposal and policy for the time being in use by the insurer in Singapore; and
(b)any brochure which is for the time being in use by the insurer for describing the terms or conditions of, or the benefits to be or likely to be derived from, policies.
[11/86]
(2)  Where the whole or part of any such form or brochure required under subsection (1) is not in English, there shall be submitted with it a translation in English.
[11/86]
(3)  Unless it is otherwise provided, a requirement under this section shall apply to all such forms and brochures coming into use after the making of the requirement and before the Authority notifies the insurer that the requirement is withdrawn.
[11/86]
(4)  If it appears to the Authority, after affording the insurer an opportunity to make representations orally or in writing, that any such form or brochure —
(a)contravenes any of the provisions of this Act; or
(b)is in any respect likely to mislead,
the Authority may, by notice in writing, direct the insurer to discontinue the use of the form or brochure in Singapore either immediately or from a date specified in the notice.
[11/86]
(5)  No Singapore insurer shall use, in the course of carrying on insurance business in Singapore, a form of proposal which does not have prominently displayed therein a warning that if a proposer does not fully and faithfully give the facts as he knows them or ought to know them, he may receive nothing from the policy.
[11/86]
(6)  For each occasion on which any insurer uses a copy of a form or brochure in contravention of subsection (4) or (5), the insurer 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 thereof during which the offence continues after conviction.
[11/86; 41/2001]
[Act 11 of 2013 wef 18/04/2013]
(7)  In this section, “brochure” includes any leaflet, circular or similar advertising matter, whether printed or not.
26.  [Repealed by Act 11 of 2013 wef 18/04/2013]
Application and interpretation of sections 28 to 30
27.—(1)  This section and sections 28 to 30 shall apply to, and in relation to, all individuals, whether resident in Singapore or not and whether citizens of Singapore or not, and to all bodies corporate or unincorporate, whether incorporated, formed, established or carrying on business in Singapore or not.
(2)  For the purposes of sections 28 to 30 —
(a)a reference to the control of a percentage of the voting power in an insurer is a reference to the control, whether direct or indirect, of that percentage of the total number of votes that might be cast in a general meeting of the insurer; and
(b)any reference to “arrangement” includes a reference to any formal or informal scheme, arrangement or understanding, and any trust whether express or implied.
[Act 11 of 2013 wef 18/04/2013]
Control of take-overs of licensed insurers incorporated in Singapore
28.—(1)  No person shall, on or after the date of commencement of section 24 of the Insurance (Amendment) Act 2013, obtain effective control of a licensed insurer incorporated in Singapore without the prior written approval of the Authority.
(2)  The Authority may approve an application made by any person under subsection (1) if the Authority is satisfied that —
(a)the person is a fit and proper person; and
(b)having regard to the likely influence of the person, the licensed insurer concerned will or will continue to conduct its business prudently and comply with the provisions of this Act.
(3)  Any approval under this section may be granted to any person subject to such conditions as the Authority may determine, including but not limited to any condition —
(a)restricting the person’s disposal or further acquisition of shares or voting power in the licensed insurer concerned; or
(b)restricting the person’s exercise of voting power in the insurer.
(4)  The Authority may at any time add to, vary or revoke any condition imposed under subsection (3).
(5)  Any condition imposed under subsection (3) or (4) shall have effect notwithstanding any of the provisions of the Companies Act (Cap. 50) or anything contained in the memorandum or articles of association of the licensed insurer concerned.
(6)  Any person who contravenes subsection (1), or fails to comply with any condition imposed under subsection (3) or (4), shall be guilty of an offence and shall be liable on conviction —
(a)in the case of an individual, to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part thereof during which the offence continues after conviction; or
(b)in any other case, to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.
(7)  For the purposes of this section —
(a)a person shall, subject to paragraph (b), be regarded as obtaining effective control of a licensed insurer if —
(i)the person, whether alone or together with his associates —
(A)holds 20% or more of the total number of issued shares in the insurer; or
(B)is in a position to control 20% or more of the voting power in the insurer;
(ii)the directors of the insurer are accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of the person (whether acting alone or together with any other person, and whether with or without holding shares or controlling voting power in the insurer); or
(iii)the person (whether acting alone or together with any other person, and whether with or without holding shares or controlling voting power in the insurer) is in a position to determine the policy of the insurer;
(b)a person shall not be regarded as obtaining effective control of a licensed insurer if —
(i)the person is a director or any other officer of the insurer whose appointment has been approved by the Authority; or
(ii)the directors of the insurer are accustomed to act in accordance with the directions, instructions or wishes of the person by reason only that the directors act on advice given by the person in his professional capacity;
(c)a person, A, is an associate of another person, B, if —
(i)A is the spouse, or a parent, remoter lineal ancestor or step-parent, a son, daughter, remoter issue, step-son or step-daughter, or a brother or sister of B;
(ii)A is a corporation whose directors are accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of B or, where B is a corporation, of the directors of B;
(iii)B is a corporation whose directors are accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of A or, where A is a corporation, of the directors of A;
(iv)A is a person who is accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of B;
(v)B is a person who is accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of A;
(vi)A is a related corporation of B;
(vii)A is a corporation in which B, alone or together with other associates of B as described in sub-paragraphs (ii) to (vi), is in a position to control not less than 20% of the voting power in A;
(viii)B is a corporation in which A, alone or together with other associates of A as described in sub-paragraphs (ii) to (vi), is in a position to control not less than 20% of the voting power in B; or
(ix)A is a person with whom B has an agreement or arrangement, whether oral or in writing and whether express or implied, to act together with respect to the acquisition, holding or disposal of shares or other interests in, or with respect to the exercise of their voting power in relation to, an insurer; and
(d)a person holds a share if —
(i)he is deemed to have an interest in that share under section 7(6) of the Companies Act (Cap. 50); or
(ii)he otherwise has a legal or an equitable interest in that share, except for such interest as is to be disregarded under section 7(7), (8) and (9) of the Companies Act.
[Act 11 of 2013 wef 18/04/2013]
Control of substantial shareholdings of licensed insurers incorporated in Singapore
29.—(1)  No person shall, on or after the date of commencement of section 24 of the Insurance (Amendment) Act 2013, become a substantial shareholder of a licensed insurer incorporated in Singapore without the prior written approval of the Authority.
(2)  No person shall, on or after the date of commencement of section 24 of the Insurance (Amendment) Act 2013, enter into any agreement or arrangement, whether oral or in writing and whether express or implied, to act together with any person with respect to the acquisition or holding of, or the exercise of rights in relation to, their interests in voting shares of an aggregate of 5% or more of the total votes attached to all voting shares in a licensed insurer which is incorporated in Singapore, without the prior written approval of the Authority.
(3)  The Authority may approve an application made by any person under subsection (1) or (2) if the Authority is satisfied that —
(a)the person is a fit and proper person; and
(b)having regard to the likely influence of the person, the licensed insurer concerned will or will continue to conduct its business prudently and comply with the provisions of this Act.
(4)  Any approval under this section may be granted to any person subject to such conditions as the Authority may determine, including but not limited to any condition —
(a)restricting the person’s further acquisition of shares or voting power in the licensed insurer concerned; or
(b)restricting the person’s exercise of voting power in the insurer.
(5)  The Authority may at any time add to, vary or revoke any condition imposed under subsection (4).
(6)  Any condition imposed under subsection (4) or (5) shall have effect notwithstanding any of the provisions of the Companies Act (Cap. 50) or anything contained in the memorandum or articles of association of the licensed insurer concerned.
(7)  Any person who contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction —
(a)in the case of an individual, to a fine not exceeding $125,000 and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part thereof during which the offence continues after conviction; or
(b)in any other case, to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.
(8)  Any person who fails to comply with any condition imposed under subsection (4) or (5) shall be guilty of an offence and shall be liable on conviction —
(a)in the case of an individual, to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part thereof during which the offence continues after conviction; or
(b)in any other case, to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.
(9)  For the purposes of this section, a person holds, or has an interest in, a share if —
(a)he is deemed to have an interest in that share under section 7 of the Companies Act; or
(b)he otherwise has a legal or an equitable interest in that share except for such interest as is to be disregarded under section 7 of the Companies Act.
[Act 11 of 2013 wef 18/04/2013]
Objection to existing control of licensed insurers incorporated in Singapore
29A.—(1)  The Authority may serve a written notice of objection on any person referred to in section 28 or 29 if the Authority is satisfied that —
(a)any condition of approval imposed on the person under section 28(3) or (4) or 29(4) or (5) has not been complied with;
(b)the person has furnished any false or misleading information or document in connection with an application under section 28 or 29;
(c)the Authority would not have granted its approval under section 28 or 29 had it been aware, at that time, of circumstances relevant to the person’s application for such approval;
(d)the person has ceased to be a fit and proper person; or
(e)having regard to the likely influence of the person, the licensed insurer concerned is no longer likely to conduct its business prudently or to comply with the provisions of this Act.
(2)  Before the service of a written notice of objection, the Authority shall, unless the Authority decides that it is not practicable or desirable to do so, cause to be given to the person concerned a notice in writing of the Authority’s intention to serve the written notice of objection, specifying a date by which the person may make written representations with regard to the proposed written notice of objection.
(3)  Upon receipt of any written representations, the Authority shall consider them for the purpose of determining whether to issue a written notice of objection.
(4)  The Authority shall, in any written notice of objection, specify a reasonable period within which the person to be served the written notice of objection shall —
(a)take such steps as are necessary to ensure that the person ceases to be in effective control as defined in section 28, or ceases to be a substantial shareholder or a party to the agreement or arrangement described in section 29(2), as the case may be; or
(b)comply with such direction or directions as the Authority may make under section 29B.
(5)  Any person served with a written notice of objection under this section shall comply with the notice.
(6)  Any person who contravenes subsection (5) shall be guilty of an offence and shall be liable on conviction —
(a)in the case of an individual, to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part thereof during which the offence continues after conviction; or
(b)in any other case, to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.
[Act 11 of 2013 wef 18/04/2013]
Power to make directions
29B.—(1)  Without prejudice to section 29A, if the Authority is satisfied that any person has contravened section 28, 29 or 29A(5) or has failed to comply with any condition imposed under section 28(3) or (4) or 29(4) or (5), or if the Authority has served a written notice of objection under section 29A, the Authority may, by notice in writing —
(a)direct the transfer or disposal of all or any of the shares in the licensed insurer concerned held by the person or any of his associates (referred to in this section as the specified shares) within such time or subject to such conditions as the Authority considers appropriate;
(b)restrict the transfer or disposal of the specified shares; or
(c)make such other direction as the Authority considers appropriate.
(2)  Any person to whom a notice is given under subsection (1) shall comply with such direction or directions as may be specified in the notice.
(3)  In the case of any direction made under subsection (1)(a) or (b), until a transfer or disposal is effected in accordance with the direction or until the restriction on the transfer or disposal is removed, as the case may be, notwithstanding any of the provisions of the Companies Act (Cap. 50) or anything contained in the memorandum or articles of association of the licensed insurer concerned —
(a)no voting rights shall be exercisable in respect of the specified shares unless the Authority expressly permits such rights to be exercised;
(b)no shares of the insurer shall be issued or offered (whether by way of rights, bonus or otherwise) in respect of the specified shares unless the Authority expressly permits such issue or offer; and
(c)except in a liquidation of the insurer, no payment shall be made by the insurer of any amount (whether by way of dividends or otherwise) in respect of the specified shares unless the Authority expressly authorises such payment.
(4)  Any person who contravenes subsection (2) shall be guilty of an offence and shall be liable on conviction —
(a)in the case of an individual, to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part thereof during which the offence continues after conviction; or
(b)in any other case, to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.
[Act 11 of 2013 wef 18/04/2013]
Defences
29C.—(1)  Where a person is charged with an offence in respect of a contravention of section 28 or 29, it shall be a defence for the person to prove that —
(a)he was not aware that he had contravened section 28 or 29, as the case may be; and
(b)he has, within 14 days after becoming aware that he had contravened section 28 or 29, as the case may be, notified the Authority of the contravention and, within such time as determined by the Authority, taken such actions in relation to his control of the voting power or his shareholding in the licensed insurer concerned as the Authority may direct.
(2)  Where a person is charged with an offence in respect of a contravention of section 28, it shall also be a defence for the person to prove that, even though he was aware of the contravention —
(a)the contravention occurred as a result of an increase in the shareholding as described in section 28(7)(d) of, or in the voting power controlled by, any of his associates described in section 28(7)(c)(i);
(b)he has no agreement or arrangement, whether oral or in writing and whether express or implied, with that associate with respect to the acquisition, holding or disposal of shares or other interests in, or under which they act together in exercising their voting power in relation to, the licensed insurer concerned; and
(c)he has, within 14 days after the date of the contravention, notified the Authority of the contravention and, within such time as may be determined by the Authority, taken such action in relation to his control of the voting power or his shareholding in the licensed insurer concerned as the Authority may direct.
(3)  Except as provided in subsections (1) and (2), it shall not be a defence for a person charged with an offence in respect of a contravention of section 28 or 29 to prove that he did not intend to or did not knowingly contravene section 28 or 29, as the case may be.
[Act 11 of 2013 wef 18/04/2013]
Appeals
29D.  Any person who is aggrieved by a decision of the Authority under section 28, 29, 29A or 29B may, within 30 days after being informed of the decision of the Authority, appeal to the Minister in writing in accordance with Part IIIB.
[Act 11 of 2013 wef 18/04/2013]
Power of Authority to obtain information from licensed insurer, shareholder or other relevant persons
30.—(1)  The Authority may, by notice in writing, direct a licensed insurer that is incorporated in Singapore to obtain from any shareholder of the insurer, and to transmit to the Authority, information —
(a)as to whether that shareholder holds any voting shares in the insurer as beneficial owner or as trustee; and
(b)if that shareholder holds those shares as trustee, indicating as far as that shareholder is able to provide the person or persons for whom that shareholder holds those shares (either by name or by other particulars sufficient to enable the person or persons to be identified) and the nature of the interests of the person or persons,
and the insurer shall comply with that direction within such time as is specified in the notice.
[Act 11 of 2013 wef 18/04/2013]
(2)  The Authority may, by notice in writing, require any shareholder of a licensed insurer which is incorporated in Singapore, or any person (referred to in this subsection as the relevant person) who appears from information provided to the Authority under subsection (1) or this subsection to have an interest in any share in a licensed insurer which is incorporated in Singapore, to provide to the Authority, within such time as may be specified in the notice or within such extended period of time as the Authority may allow, any information relating to the shareholder or the relevant person, as the case may be, which the Authority may require for the purpose of ascertaining or investigating into the control of shareholding or voting power in the insurer, or exercising any power or function under sections 28 to 29C, including any information —
(a)as to whether the shareholder holds any share, or the relevant person holds that interest, as beneficial owner or as trustee, and if he holds that share or interest as trustee, indicating as far as he can the person for whom he holds that share or interest (either by name or by other particulars sufficient to enable that person to be identified) and the nature of that person’s interest; or
(b)as to whether any share or any voting right attached to the share is the subject of an agreement or arrangement described in section 28(7)(c)(ix) or 29(2), and if so, giving particulars of the agreement or arrangement and the parties to it,
and the shareholder or the relevant person, as the case may be, shall comply with that notice within such time as may be specified therein.
[Act 11 of 2013 wef 18/04/2013]
(3)  Any person who —
(a)fails to comply with a notice under this section; or
(b)in purported compliance with the notice, knowingly or recklessly furnishes any information or document that is false or misleading in a material particular,
shall be guilty of an offence.
[Act 11 of 2013 wef 18/04/2013]
(4)  Any person convicted of an offence under subsection (3) shall be liable on conviction —
(a)in the case of an individual, to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part thereof during which the offence continues after conviction; or
(b)in any other case, to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.
[Act 11 of 2013 wef 18/04/2013]
(5)  Where a person claims, before furnishing the Authority with any information or documents that he is required to furnish under subsection (2), that the information or documents might tend to incriminate him, the information or documents shall not be admissible in evidence against him in criminal proceedings other than proceedings under sections 28, 29, 29A and 29B.
[Act 11 of 2013 wef 18/04/2013]
Application of sections 27 to 30 to licensed insurer that is co-operative society
30A.  Sections 27 to 30 shall apply, with the necessary modifications, to a licensed insurer that is a co-operative society as if it were a licensed insurer incorporated in Singapore.
[Act 11 of 2013 wef 18/04/2013]
Investment in corporations
30B.—(1)  No licensed insurer which is established or incorporated in Singapore shall acquire or hold, directly or indirectly, a major stake in any corporation without the prior approval of the Authority.
(2)  No licensed insurer which is incorporated outside Singapore shall, without the prior approval of the Authority —
(a)acquire, directly or indirectly, a major stake in any corporation using any of the assets of any insurance fund established and maintained by the licensed insurer under this Act; or
(b)hold, directly or indirectly, a major stake in any corporation as assets of any insurance fund established and maintained by the licensed insurer under this Act.
(3)  Notwithstanding subsections (1) and (2) —
(a)a licensed insurer who is a licensed insurer by virtue of section 68 of the Insurance (Amendment) Act 2013 may, during a period of 6 months after the date of commencement of section 25 of that Act or such longer period as the Authority may allow in any particular case, without the prior written approval of the Authority —
(i)if the insurer is one referred to in subsection (1), hold, directly or indirectly, a major stake in any corporation; or
(ii)if the insurer is one referred to in subsection (2), hold, directly or indirectly, a major stake in any corporation using any of the assets, or as assets, as the case may be, of any insurance fund established and maintained by the licensed insurer under this Act,
if the acquisition of the major stake was made before the date of commencement of section 25 of the Insurance (Amendment) Act 2013 and the insurer was not required by a condition of its registration under this Act in force immediately before that date to obtain the Authority’s approval to such acquisition or the holding of the major stake; but
(b)the licensed insurer shall not continue to hold any major stake referred to in paragraph (a) after the period referred to in that paragraph unless it has obtained the approval of the Authority.
(4)  Any approval granted by the Authority under this section for a licensed insurer to acquire or hold, directly or indirectly, a major stake in a corporation may be subject to such conditions as the Authority may determine, including any condition relating to the operations or activities of the corporation.
(5)  The Authority may at any time add to, vary or revoke any condition imposed under subsection (4).
(6)  This section shall not apply to —
(a)any interest held by way of security for the purposes of a transaction entered into in the ordinary course of business of an insurer;
(b)any shareholding or interest acquired or held by an insurer in the course of satisfaction of debts due to it which is disposed of at the earliest suitable opportunity; and
(c)such other interest as may be prescribed.
(7)  The Authority may, by regulations —
(a)exclude the operation of this section in respect of any corporation or class of corporations, subject to such conditions as may be prescribed;
(b)provide for the manner of computation of major stakes; and
(c)provide that any interest or control referred to in the definition of “major stake” in subsection (9) that is acquired or held, directly or indirectly, by a corporation in which a licensed insurer has, directly or indirectly, a major stake, shall be deemed to be acquired or held by the insurer.
(8)  Any licensed insurer which contravenes subsection (1) or (2), or fails to comply with any condition imposed or prescribed under this section, shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.
(9)  In this section, unless the context otherwise requires —
(a)“major stake” means —
(i)any beneficial interest exceeding 10% of the total number of issued shares or such other measure corresponding to shares in a corporation as may be prescribed;
(ii)control over more than 10% of the voting power or such other measure corresponding to voting power in a corporation as may be prescribed; or
(iii)any interest in a corporation, where the directors of the company are accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of the licensed insurer concerned, or where the insurer is in a position to determine the policy of the corporation; and
(b)a reference to voting power in a corporation is a reference to the total number of votes that might be cast in a general meeting of the corporation.
(10)  Any approval to acquire or hold a major stake in a corporation that was granted by the Authority before the date of commencement of section 25 of the Insurance (Amendment) Act 2013 to an insurer pursuant to a condition of the insurer’s registration under this Act in force before that date shall, if such approval remains in force immediately before that date, be deemed to be an approval granted under this section.
[Act 11 of 2013 wef 18/04/2013]
Approval or removal of key executive person, chairman or director of licensed insurer
31.—(1)  Subject to this section, a licensed insurer shall have —
(a)a chief executive;
(b)an appointed actuary, if the insurer is a direct insurer licensed to carry on life business;
(c)a certifying actuary, if the insurer is a direct insurer licensed to carry on general business, or a reinsurer licensed to carry on life or general business; and
(d)such other person holding an appointment, or persons holding appointments, in the licensed insurer as may be prescribed.
(2)  Subject to this section, a licensed insurer which is established or incorporated in Singapore shall have a chairman appointed from among its directors.
(3)  Subject to this section, a licensed insurer may appoint a person as its deputy chief executive.
(4)  No licensed insurer shall appoint a person as its key executive person unless —
(a)the insurer has satisfied the Authority that the person is a fit and proper person to be so appointed; and
(b)the insurer has obtained the approval of the Authority to so appoint the person.
(5)  No licensed insurer which is established or incorporated in Singapore shall appoint a person as its chairman or director unless —
(a)the insurer has satisfied the Authority that the person is a fit and proper person to be so appointed; and
(b)the insurer has obtained the approval of the Authority to so appoint the person.
(6)  The Authority may —
(a)grant its approval, with or without conditions —
(i)to a licensed insurer to appoint a key executive person under subsection (4); or
(ii)to a licensed insurer which is established or incorporated in Singapore to appoint a person as its chairman or director, as the case may be, under subsection (5); and
(b)at any time add to, vary or revoke any condition of approval referred to in paragraph (a) or impose any conditions thereto.
(7)  Without prejudice to the generality of section 64, the Authority may prescribe the duties of the key executive persons of a licensed insurer, and the duties of the chairman and directors of a licensed insurer which is established or incorporated in Singapore.
(8)  Where a licensed insurer has obtained the approval of the Authority to appoint a person as its key executive person under subsection (4), the person may be re-appointed in that office or appointment immediately upon the expiry of the earlier term without the approval of the Authority.
(9)  Where a licensed insurer which is established or incorporated in Singapore has obtained the approval of the Authority to appoint a person as its chairman or director under subsection (5), the licensed insurer shall only appoint the person to hold such office or appointment for a term not exceeding such period as may be prescribed.
(10)  If at any time it appears to the Authority that —
(a)a key executive person of a licensed insurer, or the chairman or a director of a licensed insurer which is established or incorporated in Singapore, has failed to perform his functions or is no longer a fit and proper person to be so appointed; and
(b)it is necessary in the public interest or for the protection of policy owners of a licensed insurer,
the Authority may direct the licensed insurer to remove the key executive person, chairman or director, as the case may be, from his office, appointment or employment.
(11)  When determining, for the purpose of determining whether to grant its approval under subsection (4) or (5), or for the purposes of subsection (10)(a), whether a key executive person, chairman or director has failed to perform his functions, the Authority shall, without prejudice to any other matter it may consider relevant, have regard to such criteria as may be prescribed.
(12)  Before directing a licensed insurer to remove a person from his office, appointment or employment under subsection (10), the Authority shall —
(a)give the insurer and the person notice in writing of the Authority’s intention to do so; and
(b)in the notice referred to in paragraph (a), call upon the licensed insurer and the person to show cause within such time as may be specified in the notice why that person should not be removed.
(13)  If the licensed insurer and the person referred to in subsection (12) —
(a)fails to show cause within the time specified under subsection (12)(b) or within such extended period of time as the Authority may allow; or
(b)fails to show sufficient cause,
the Authority shall give notice in writing to the insurer of the date on which the direction to remove the chairman, director or key executive person, as the case may be, is to take effect.
(14)  Any person who is aggrieved by a direction of the Authority under subsection (10) may, within 30 days after receiving the direction, appeal to the Minister in writing in accordance with Part IIIB.
(15)  Notwithstanding the lodging of an appeal under subsection (14), a direction to remove a licensed insurer’s key executive person, chairman or director under subsection (10) shall continue to have effect pending the decision of the Minister.
(16)  Any licensed insurer which contravenes subsection (1), (2), (4), (5) or (9), or fails to comply with any condition imposed by the Authority under subsection (6), shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $100,000 and, in the case of a continuing offence, to a further fine not exceeding $10,000 for every day or part thereof during which the offence continues after conviction.
(17)  Any licensed insurer which fails to comply with any direction of the Authority under subsection (10) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $250,000.
(18)  Nothing in the Co-operative Societies Act (Cap. 62) or section 152 of the Companies Act (Cap. 50) shall prevent the Authority from exercising any power under subsection (10).
(19)  No criminal or civil liability shall be incurred by a licensed insurer, or any person acting on behalf of the insurer, in respect of anything done or omitted to be done with reasonable care and in good faith in the discharge or purported discharge of the obligations of the insurer under this section.
(20)  In this section, unless the context otherwise requires —
“chairman”, in relation to a licensed insurer, means the chairman of the board of directors of the insurer;
“key executive person” means a person holding any appointment referred to in subsection (1)(a) to (d) or (3).
[Act 11 of 2013 wef 18/04/2013]
Disqualification of director or executive officer of licensed insurer
31A.—(1)  Notwithstanding section 31 or the provisions of any other written law —
(a)a licensed insurer shall not, without the prior written consent of the Authority, permit a person to act as its executive officer; and
(b)a licensed insurer which is established or incorporated in Singapore shall not, without the prior written consent of the Authority, permit a person to act as its director,
if the person —
(i)has been convicted, whether in Singapore or elsewhere, of an offence committed before, on or after the date of commencement of section 26 of the Insurance (Amendment) Act 2013, being an offence —
(A)involving fraud or dishonesty;
(B)the conviction for which involved a finding that he had acted fraudulently or dishonestly; or
(C)specified in the Third Schedule to the Registration of Criminals Act (Cap. 268);
(ii)is an undischarged bankrupt, whether in Singapore or elsewhere;
(iii)has had execution against him in respect of a judgment debt returned unsatisfied in whole or in part;
(iv)has, whether in Singapore or elsewhere, entered into a compromise or scheme of arrangement with his creditors, being a compromise or scheme of arrangement that is still in operation;
(v)has had a prohibition order under section 35V, or under section 59 of the Financial Advisers Act (Cap. 110) or section 101A of the Securities and Futures Act (Cap. 289), made against him that remains in force; or
(vi)has been a director of, or directly concerned in the management of, a regulated financial institution, whether in Singapore or elsewhere —
(A)which is being or has been, wound up by a court; or
(B)the licence of which has been revoked by the Authority or, in the case of a regulated financial institution in a foreign country, by the regulatory authority in that foreign country.
(2)  Any licensed insurer which contravenes subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.
(3)  In this section, unless the context otherwise requires —
“regulated financial institution” means a person who carries on a business, the conduct of which is regulated or authorised by the Authority or, if carried on in Singapore, would be regulated or authorised by the Authority;
“regulatory authority” has the same meaning as in section 49A.
[Act 11 of 2013 wef 18/04/2013]
Restriction on granting of unsecured loans or advances to directors and employees of insurers
32.—(1)  No licensed insurer shall in respect of its business in Singapore grant, directly or indirectly, unsecured loans or advances —
(a)to a director of the insurer which in the aggregate and outstanding at any one time exceed the sum of $5,000; or
(b)to an employee of the insurer which in the aggregate and outstanding at any time exceed one year’s emolument of that employee.
[32/93; 30/99]
[Act 11 of 2013 wef 18/04/2013]
(2)  In this section, “director” includes the wife, husband, father, mother, son or daughter of a director.
General obligation to furnish information
33.—(1)  The Authority may, by notice in writing, require any Singapore insurer to furnish it with information about any matter related to any business carried on by the insurer in Singapore or elsewhere if, in the opinion of the Authority, it requires that information for the discharge of its functions under this Act.
(2)  A licensed insurer which is or was a PPF Scheme member as defined in the Deposit Insurance and Policy Owners’ Protection Schemes Act 2011, shall furnish to the PPF Agency, the Public Trustee appointed under the Public Trustee Act (Cap. 260) and any person authorised or appointed by the PPF Agency or the Public Trustee to perform its functions under the Deposit Insurance and Policy Owners’ Protection Schemes Act 2011, upon request, such information, including information relating to its policy owners, as may be required by the PPF Agency, the Public Trustee or such person to carry out the objects and to perform the functions of the PPF Agency or the Public Trustee, as the case may be, under that Act.
(3)  Subsection (2) shall apply notwithstanding the cancellation of the licence of the insurer under section 12, whether wholly or in respect of a class of business.
Division 3 — Authorised reinsurers
[Act 11 of 2013 wef 18/04/2013]
Authorisation of reinsurers
34.—(1)  A person carrying on reinsurance business outside Singapore may apply to the Authority to be authorised for the purposes of this Act in such form and manner as the Authority may prescribe.
(2)  The Authority may require the applicant to furnish it with such information or documents as the Authority considers necessary in relation to the application.
(3)  The Authority may authorise the applicant with or without conditions, or refuse to authorise the applicant on any prescribed ground or on such other ground as the Authority thinks fit.
(4)  The Authority may authorise the applicant as a general reinsurer or life reinsurer or both.
(5)  The Authority shall cause notice of any authorisation or change of name of a reinsurer authorised under this section to be published in the Gazette.
(6)  Any applicant which is aggrieved by the refusal of the Authority to authorise it under this section may, within 30 days after being informed of the decision of the Authority, appeal to the Minister in writing in accordance with Part IIIB.
(7)  The Authority may at any time add to, vary or revoke any of the existing conditions of authorisation of a reinsurer or impose any conditions thereto.
(8)  Any authorised reinsurer which fails to comply with any condition imposed by the Authority under subsection (3) or (7) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $100,000 and, in the case of a continuing offence, to a further fine not exceeding $10,000 for every day or part thereof during which the offence continues after conviction.
[Act 11 of 2013 wef 18/04/2013]
Annual fees of authorised reinsurers
34A.—(1)  Every authorised reinsurer shall pay to the Authority such annual fees as may be prescribed.
(2)  The Authority may prescribe different annual fees for different classes of reinsurance business or for different types of authorised reinsurers.
(3)  The Authority may, where it considers appropriate in a particular case, waive, refund or remit the whole or any part of any annual fee paid or payable under subsection (1).
[Act 11 of 2013 wef 18/04/2013]
Withdrawal of authorisation
34B.—(1)  The Authority may by order withdraw the authorisation of any reinsurer, either wholly or in respect of a class of business, at the request of the reinsurer or on any of the grounds set out in subsection (2).
(2)  The grounds referred to in subsection (1) are as follows:
(a)the reinsurer has not commenced the business of providing reinsurance of liabilities under insurance policies to persons in Singapore within 12 months after being authorised;
(b)the reinsurer has ceased to carry on the business of providing reinsurance of liabilities under insurance policies to persons in Singapore whether wholly or in respect of any class of business;
(c)it appears to the Authority that the reinsurer has failed to satisfy an obligation to which the reinsurer is subject by virtue of this Act;
(d)the reinsurer proposes to make or has made, whether in Singapore or elsewhere, any composition or arrangement with its creditors, has gone into liquidation or has been wound up or otherwise dissolved;
(e)a receiver, a receiver and manager, a judicial manager, or any other person having the powers and duties of a receiver, a receiver and manager or a judicial manager, has been appointed, whether in Singapore or elsewhere, in relation to, or in respect of any property of, the reinsurer or any of the shareholders of the reinsurer having control of the reinsurer;
(f)there is a change of a person having control of the reinsurer, and —
(i)the new person having control of the reinsurer is not a fit and proper person; or
(ii)the Authority is not satisfied as to the financial standing of the reinsurer after the change;
(g)the reinsurer is carrying on its business in a manner likely to be detrimental to the interests of its policy owners, whether in Singapore or elsewhere;
(h)the reinsurer is unable to meet its obligations, whether in Singapore or elsewhere;
(i)the reinsurer has contravened or is contravening —
(i)any condition of its authorisation;
(ii)any direction given by the Authority under this Act; or
(iii)any provision of this Act;
(j)any of the officers of the reinsurer holding a managerial or executive position has been convicted of any offence under this Act committed before, on or after the date of commencement of section 28 of the Insurance (Amendment) Act 2013;
(k)the reinsurer has furnished false, misleading or inaccurate information, or has concealed or failed to disclose material facts, in its application for authorisation;
(l)the reinsurer has had its licence or authority to operate withdrawn by the supervisory authority which is responsible, under the laws of the foreign country where the reinsurer is incorporated, formed or established, for supervising the reinsurer; or
(m)it is in the public interest to withdraw the authorisation.
(3)  Before withdrawing the authorisation of a reinsurer under subsection (1) other than at the request of the reinsurer, the Authority shall —
(a)give the reinsurer notice in writing of the Authority’s intention to do so; and
(b)in the notice referred to in paragraph (a), call upon the reinsurer to show cause, within such time as may be specified in the notice, as to why the authorisation should not be withdrawn.
(4)  If the reinsurer referred to in subsection (3) —
(a)fails to show cause within the time specified under subsection (3)(b) or within such extended period of time as the Authority may allow; or
(b)fails to show sufficient cause,
the Authority shall give notice in writing to the reinsurer of the date on which the withdrawal of authorisation is to take effect.
(5)  An order to withdraw the authorisation of any reinsurer made under subsection (1) other than at the request of the reinsurer shall not take effect until the expiration of a period of 30 days after the Authority has informed the reinsurer of the withdrawal under subsection (4).
(6)  Any reinsurer which is aggrieved by a decision of the Authority under subsection (1) to withdraw the reinsurer’s authorisation other than at the reinsurer’s request may, within 30 days after the Authority has informed the reinsurer of the withdrawal under subsection (4), appeal to the Minister in writing in accordance with Part IIIB.
(7)  If, within the period referred to in subsection (6), the reinsurer concerned gives notice of appeal to the Minister, the order by the Authority to withdraw the authorisation of the reinsurer shall not take effect unless the order is confirmed by the Minister or the appeal is for any reason dismissed by the Minister.
(8)  Notwithstanding the withdrawal of the authorisation of a reinsurer under subsection (1), so long as the reinsurer remains under any liability in respect of insurance policies belonging to the class of insurance business to which the authorisation relates, the reinsurer shall take such action as it considers necessary or as may be required by the Authority to ensure that —
(a)reasonable provision has been or will be made for that liability; and
(b)adequate arrangements exist or will exist for the payment of premiums and claims on those policies.
(9)  For the purposes of this section —
(a)a person shall be regarded as having control of a reinsurer if the person alone or together with any associate or associates —
(i)holds 50% or more of the issued share capital (if any) of the reinsurer; or
(ii)is in a position to control 50% or more of the voting power in the reinsurer;
(b)a reference to voting power in a reinsurer is a reference to the total number of votes that might be cast in a general meeting of the reinsurer; and
(c)a person, A, is an associate of another person, B, if —
(i)A is the spouse, or a parent, remoter lineal ancestor or step-parent, a son, daughter, remoter issue, step-son or step-daughter, or a brother or sister, of B;
(ii)A is a corporation whose directors are accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of B or, where B is a corporation, of the directors of B;
(iii)B is a corporation whose directors are accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of A or, where A is a corporation, of the directors of A;
(iv)A is a person who is accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of B;
(v)B is a person who is accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of A;
(vi)A is a related corporation of B;
(vii)A is a corporation in which B, alone or together with other associates of B as described in sub-paragraphs (ii) to (vi), is in a position to control not less than 20% of the voting power in A;
(viii)B is a corporation in which A, alone or together with other associates of A as described in sub-paragraphs (ii) to (vi), is in a position to control not less than 20% of the voting power in B; or
(ix)A is a person with whom B has an agreement or arrangement, whether oral or in writing and whether express or implied, to act together with respect to the acquisition, holding or disposal of shares or other interests in, or with respect to the exercise of their voting power in relation to, the reinsurer.
[Act 11 of 2013 wef 18/04/2013]
Effects of withdrawal of authorisation
34C.—(1)  Where an order of withdrawal of the authorisation of a reinsurer under section 34B becomes effective —
(a)the Authority shall publish a notice of the withdrawal in the Gazette; and
(b)the reinsurer shall, as from the date of withdrawal, cease to carry on the business of providing reinsurance of liabilities under insurance policies to persons in Singapore wholly or of the class in respect of which its authorisation has been withdrawn, as the case may be.
(2)  Subsection (1)(b) shall not prejudice —
(a)the enforcement by any policy owner or person of any right or claim against the reinsurer or by the reinsurer of any right or claim against any policy owner or person; and
(b)the collection or receipt of premiums on insurance policies effected before the date of withdrawal of the authorisation and belonging to the class of insurance business in respect of which the authorisation has been withdrawn,
and section 3 shall not apply to the reinsurer in respect of the collection or receipt of the premiums referred to in paragraph (b).
[Act 11 of 2013 wef 18/04/2013]
Deposits by authorised reinsurers
34D.—(1)  Every authorised reinsurer shall maintain a reinsurance deposit of a value of such amount as the Authority may prescribe for the purposes of this section in respect of each class of business for which it is authorised.
(2)  A deposit under subsection (1) shall be made in such form and manner, and in assets of such nature, as may be prescribed or specified in directions by the Authority for the purposes of this section.
(3)  All income accruing in respect of a deposit under subsection (1) shall be payable to the authorised reinsurer making the deposit.
(4)  The Authority may, in relation to a deposit under subsection (1), prescribe —
(a)the rights and obligations of any party in relation to the deposit; and
(b)any other matter which the Authority considers to be incidental to or necessary for this section.
[Act 11 of 2013 wef 18/04/2013]
Bank covenants in lieu of deposits
34E.—(1)  If, in the case of any authorised reinsurer, a bank licensed under any written law for the time being in force relating to banking makes with the Authority an agreement in a form approved by the Authority whereby —
(a)the bank covenants to deposit with the Authority a specified sum in cash on account of the reinsurer’s deposit under section 34D(1); and
(b)the covenant complies with any requirement the Authority sees fit to impose as to the circumstances in which that sum is to be deposited,
then, for the purposes of this Act, the reinsurer shall be treated as having made the deposit under that section and the sum so covenanted for shall be recoverable notwithstanding that no consideration is furnished on the agreement.
(2)  Any sum deposited by a bank in pursuance of an agreement made under subsection (1) shall be dealt with under or for the purposes of this Act as if it were a sum deposited by the authorised reinsurer under section 34D.
[Act 11 of 2013 wef 18/04/2013]
Maintenance of assets by authorised reinsurers
34F.—(1)  The Authority may, from time to time, by notice in writing to any authorised reinsurer, or any class of authorised reinsurers, direct the reinsurer or class of reinsurers, as the case may be, each to maintain and hold such minimum amount or amounts of assets in Singapore as may be specified in the notice for the purpose of meeting its liabilities.
(2)  Without prejudice to the generality of subsection (1), the Authority may, in a notice issued under that subsection, specify —
(a)the types of liabilities in respect of which assets are to be maintained and held in Singapore;
(b)the types of assets that are to be treated as assets maintained and held in Singapore, and the minimum amount or amounts in respect of each asset for the purpose of any requirement of the Authority under that subsection; and
(c)the method for the valuation of assets maintained and held in Singapore, including any deduction to be made in respect of the assets.
(3)  Where the Authority issues a notice under subsection (1) to a class of authorised reinsurers, the Authority may direct different reinsurers within the class of reinsurers to maintain and hold different minimum amounts of assets in Singapore, having regard to the financial soundness of each reinsurer, the risk profile of each reinsurer and such other factors as the Authority may consider relevant.
(4)  Any authorised reinsurer which fails to comply with any direction of the Authority under subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.
[Act 11 of 2013 wef 18/04/2013]
Custody of assets of authorised reinsurers
34G.—(1)  The Authority may, in the case of an authorised reinsurer on which a requirement has been imposed under section 34F, impose an additional requirement that the whole or a specified proportion of the assets to which the requirement under that section applies shall be held by a person approved by the Authority for the purposes of the requirement under this section as trustee for the reinsurer.
(2)  Assets of an authorised reinsurer held by a person as trustee for the reinsurer shall be taken to be held by him in compliance with a requirement imposed under this section if, and only if —
(a)they are assets which the reinsurer has given him written notice are to be held by him in compliance with such a requirement; or
(b)they are assets into which assets which the reinsurer has given him such written notice have, by any transaction or series of transactions, been transposed by him on the instructions of the reinsurer.
(3)  No assets held by a person as trustee for an authorised reinsurer in compliance with a requirement imposed under this section shall, so long as the requirement is in force, be released except with the written consent of the Authority.
(4)  If a mortgage or charge is created by an authorised reinsurer at a time when there is in force a requirement imposed on the reinsurer by virtue of this section, being a mortgage or charge conferring a security on any assets which are held by a person as trustee for the reinsurer in compliance with the requirement, the mortgage or charge shall, to the extent that it confers such a security, be void against the liquidator and any creditor of the reinsurer.
[Act 11 of 2013 wef 18/04/2013]
General obligation of authorised reinsurers to furnish information
34H.  The Authority may, by notice in writing, require any authorised reinsurer to furnish it with information about any matter related to any insurance business in respect of which the reinsurer is authorised if the Authority is of the opinion that it requires that information for the discharge of its functions under this Act.
[Act 11 of 2013 wef 18/04/2013]
Carrying on of general business by Lloyd’s underwriters
34.  [Repealed by Act 41/2001 — see section 65]
Saving for validity of policies
35.  Nothing in this Part, Part IIA or IIB shall invalidate any policy or contract of insurance.
[41/2001]