Section C & D Flashcards
ICA: Section 165: Duties of the Directors of the Company
40 - ICA
• Directors shall supervise the management of the business and affairs of the company
• Duties
1. Establish an audit committee
2. Establish a conduct review committee
3. Establish procedures regarding conflicts of interest (and a committee to monitor this)
4. Establish a policy for dividends and bonuses
5. Establish procedures to provide required disclosures (and a committee to monitor this)
6. Establish investment and lending policies
7. Appoint the actuary of the company
ICA: Section 203: Audit Committee
40 - ICA
• To consist of at least three directors
• Majority of members must be unaffiliated directors; none may be officers or employees
• Must report to the directors, before approval of annual statement and returns is given
• May call a meeting of the directors to consider any matter of concern
• Duties
1. Review the annual statement before approved by directors
2. Review returns of the company specified by the Superintendent
3. Require, review, evaluate, and approve internal control procedures
4. Review investments and transactions that could adversely affect company
5. Meet with auditor to discuss annual statement, or other indicated transactions
6. Meet with actuary to discuss parts of annual statement prepared by actuary
7. Meet with chief internal auditor and management regarding internal control procedures
ICA: Section 331: Annual Financial Statement
40 - ICA
• The directors shall place before shareholders at every annual meeting:
- Comparative annul financial statements, for the last and previous years
- Appointed Auditor’s Report
- Appointed Actuary’s Report
- Description of the roles of the auditor and actuary
- Further information required by the by-laws of the company
• Annual Statement to contain
- Balance sheet
- Income statement
- Statement of Change in Financial Position
- Statement of Changes in Shareholder’s Equity
- Statement of Changes for Participating Accounts
• Statements to be prepared in accordance with GAAP from CICA, unless Supt. specifies otherwise
ICA: Section 346: Auditor’s Examination
40 - ICA
- Auditor to make an examination so as to report on financial statements
- Exam conducted in accordance with GAAP based on CICA, unless Supt. specifies otherwise
- Can use the actuary’s valuation for year-end and increases in policy liabilities
ICA: Section 357: Notice of Appointment (AA)
40 - ICA
(1) A company shall notify the Superintendent in writing of the appointment of the actuary
ICA: Section 359: Officer Precluded (AA)
40 - ICA
• CEO/COO or CFO can be appointed, but must be authorized by the Superintendent
• CEO
o Can hold position no longer than six months
• CFO
o Authorization may contain limitations and conditions, e.g. time limitation
o Audit committee must provide OSFI a written statement that it is satisfied that both duties will be performed adequately and independently
ICA: Section 360: Revocation of Appointment (AA)
40 - ICA
(1) The company (directors) may revoke the appointment of the actuary, but must notify the Superintendent in writing
ICA: Section 362-364: Filling Vacancy (AA)
40 - ICA
- Directors must notify Superintendent and fill the position
- Actuary must submit a written statement to the directors and Superintendent explaining the circumstances and reasons why, in the actuary’s opinion, the revocation or resignation occurred
- Replacement actuary must request the statement from prior actuary regarding resignation/revocation before accepting the position (must not accept until after receiving the statement or until 15 days have passed)
ICA: Section 365: Actuary’s Valuation and Report
40 - ICA
• AA to value actuarial and other policy liabilities at year-end or other matters specified by Superintendent
o Made in accordance with generally accepted actuarial practice
• Superintendent may appoint an outside actuary to do this, at companies expense
o Company to provide access to records and information the actuary views as needed
o Communication in response to the actuary will not result in civil liability
• AA must submit report, 21 days prior to annual meeting, indicating whether the AR fairly presents the results of the valuation
ICA: Section 368: AA Report to Directors
40 - ICA
AA to meet with the directors of the company, or audit committee, at least once a year, to report on the financial position of the company and expected future financial condition
ICA: Section 369: AA Report to Officers
40 - ICA
• AA to report, in writing, to the CEO and CFO any matters with material adverse effects on the financial condition of the company requiring rectification
o AA should provide a copy of the report to the directors
o If suitable action, in the actuary’s opinion, is not taken, AA should send report to the Superintendent
ICA: Section 370: Qualified Privilege
40 - ICA
• Qualified privilege given to the actuary’s oral or written statements - has no civil liability for statements made in good faith
ICA: Section 464: Declaration of Policy Dividend or Bonus
40 - ICA
- Directors may declare such
- The directors must consider the actuary’s report before declaring
- Should not declare a dividend, bonus, or other benefit if in contravention of this Act or other regulation
ICA: Section 465: Regulations
40 - ICA
• Governor in Council may enact regulation limiting extent of a company’s reinsurance
ICA: Section 476-478, 516: Specific Restrictions
40 - ICA
- Shall not enter into any debt obligation if the total debt and stated capital of the company would exceed the prescribed percentage of total assets (L+S>A)
- Shall not guarantee another’s obligation (unless that of a subsidiary with an unqualified obligation to the company)
- Shall not lease personal property in Canada
ICA: Section 517: Notice of Value of an Asset
40 - ICA
Superintendent to notify the company auditor, actuary, and audit committee the value of an appraised asset that differs materially from the company’s value of that asset
ICA: Section 581: Conditions for Order of a Foreign Company
40 - ICA
• Superintendent shall not approve a foreign insurer unless it has:
1. Assets having a prescribed value (at least $5M)
2. Appointed an actuary and an auditor
3. Established a location where chief agency will be situated
• Superintendent may put conditions or limitations on a company
• For foreign entities, AA and Auditor largely similar to domestic sections (replace officers with chief agent)
What is the BCAR formula?
03 - AM Best BCAR
BCAR (Best’s Capital Adequacy Ratio) = Adjusted Surplus / Net Required Capital
Underwriting leverage is generated from:
03 - AM Best BCAR
- Current premium writings
- Reinsurance recoverables
- Loss reserves
- Consider factors unique to the company
Balance sheet strength depends on 3 types of leverage
03 - AM Best BCAR
- Underwriting
- Financial
- Asset
What does financial leverage measure?
03 - AM Best BCAR
exposure to debt
What does asset leverage measure?
03 - AM Best BCAR
exposure of surplus to investment, interest rate, and credit risks
Describe the Investment Risk category of BCAR
03 - AM Best BCAR
• Three main components
- Fixed-income securities
- Equities
- Interest Rate
- Capital charges are applied to different asset classes based on the risk of default, illiquidity, and market-value declines in both equity and fixed income securities
- Canadian model incorporates an interest-rate risk component that considers the market value decline in a company’s fixed-income portfolio as a result of rising interest rates
Describe the Credit Risk category of BCAR
03 - AM Best BCAR
- Capital charges for receivable balances,recoverables from reinsurance (registered and unregistered) and affiliates to reflect third-party default risk
- May be modified for: Collateral offsets for reinsurance balances; Quality of reinsurers; Dependence on reinsurance program; Premium receivables from agents, brokers, policyholders and installment premium balances; Funds held by residual markets; Other miscellaneous receivables