Company Secretarial and Ancillary Compliances
Prepare agenda and schedule of board meetings on a quarterly basis and ensure statutory requirements are met. Many decisions taken by the Company required mandatory approval from Board and Board Committees.
Companies Act, Insurance Act and IRDAI Regulations specifies the items which requires mandatory approval from Board and its Committees.
The decisions unless approved by Board are void in the eyes of law. Further The Companies Act and IRDAI Guidelines on Corporate Governance provides for requirements, timelines and gaps between the meetings of Board and Committees.
Need to ensure that the Agenda of Board and Committees meetings covers all the items which are covered under the Terms of Reference formulated by the Company.
Prepare annexures to the agenda in collaboration with the other Departmental Heads. The annexure includes items such as customer’s grievances, investment related matters and has to be filed on time according to the Companies Act.
Reviewing all the documents that are part of Board agenda and giving inputs from compliance side for inclusion / deletion of matters.
Since the documents are to be presented to the Board, those needs to be reviewed thoroughly and needs to be factually correct and as per the legal requirements.
Tracking items that needs approval / noting of Board / Board Committees and ensuring that these are part of agenda on timely basis.
Any mis-outs may result in regulatory action against the Company and lead to business loss as well.
Drafting / reviewing various policies which require approval of Board. Doing periodic review of such policies, benchmarking the same with comparable peers in general and life insurance industry and taking approval of Board on the revisions.
Almost more than 50 policies are approved by the Board. These are prepared under the regulatory framework and requires periodic review for revision if any.
The policies are strictly to be prepared as per the requirements of the Regulations and violation may lead to regulatory action against the Company.
Taking approval of Board / Committee for opening / closing / relocating offices from time to time as required by the IRDAI Regulations.
Preparing and submitting various compliance reports to Board / its committees and filing the same with IRDAI / RBI / MCA.
Wrong submissions may lead to regulatory action.
Preparation of Board Report, Corporate Governance Report Management Report as required under the Regulatory framework.
Providing inputs from Compliance view point to Finance Department for drafting of Notes to Accounts.
Aligning Secretarial Practices with other Bajaj Group companies and benchmarking with industry peers, wherever required.
Review of related party transactions as required under the Companies Act, 2013 and IRDAI Guideline on Corporate Governance.
Ensuring that the related party database is maintained and updated on timely basis and guiding the team on identification of related parties.
Taking necessary approvals from Board and Committee for related party transactions.
Preparation and checking various submission made to Register of companies, Ministry of Corporate Affairs.
Assisting in Annual performance evaluation activity of Board, its committees and members. This is to be done as per the provisions of the Companies Act.
The Report of the same is presented to the Board.
Tracking of CSR activities, reviewing of MOUs, coordinating with Group CSR Team. Preparation of Annual Report on CSR activities.
Scrutinizing requests for trades and providing approvals under the Employee Dealing Guidelines and SEBI Regulations. Ensuring that the records as required under the said guidelines and regulations are maintained.
Violation of the Guidelines to be reported to the Whistle Blower Committee and then to the Audit Committee.
IRDAI Requirement Management
Preparing compliance checklist in time and share with the stakeholders. Advising on new / modified compliance requirements.
Ensuring the new regulatory provisions are adhered. Any mis-outs may lead to regulatory actions.
Overseeing all regulatory filings within stipulated due dates with the IRDAI, RBI and MCA and setting systems for preparation of regulatory filings and correspondence procedures (more than 300 returns are filled).
Regulator by gathering the information tries to oversee the functioning of the Company. Any wrong or delayed submission may lead to regulatory action against the Company.
Preparing monthly Regulatory Updates for the Board and shareholders, including actions taken on guidelines / circulars issued by the IRDAI.
Coordinating with IRDAI for various approvals viz, opening of new offices, new products, other business requirements.
Coordinate with IRDAI for regulatory inspections as single point of contact form the Company. Ensuring data / information sought by the inspection team is provided in timely manner.
More than 100 GB data is collected by the Regulator during inspection. All such data going to the inspection team needs to be reviewed.
Drafting responses to IRDAI Inspection Reports, Show Cause Notices. Preparing for Personal Hearing with the regulator.
This is critical part as the said responses are going to defend the Company against the charges levied by the Regulator.
Coordinating with IRDAI for various other matters for business development and enablement of processes.
Coordinating with General Insurance Council on various matters at industry level.
Providing comments / suggestions on various draft regulations to IRDAI and General Insurance Council.
Attending various industry level meetings arranged by the General Insurance Council and presenting Company’s views on the forum.
Assisting in query resolution raised by IRDAI on any of the filings.
Assisting and advising business partners such as corporate agents, brokers on compliances with regulatory provisions applicable to their business models
Ensuring that all Insurance Advertisements are filled in time with IRDAI and checking if those are as per the regulatory requirements.
Approving tele-calling scripts for business distributors and filling the same with IRDAI.
Overseeing compliance with Outsourcing Regulations on overall basis, including by advising the functions about permissibility of outsourcing of various activities, due diligence processes, cost-benefit analysis and presenting the same to the Outsourcing Committee.
Convening the meetings of Outsourcing Committee and ensuring the compliances with respect to documentation of agenda, minutes, etc.
Compliance Monitoring and Review
Preparing compliance review plans and ensuring the same are conducted as per annual plan. Identifying gaps in compliances through such reviews for all the departments, presenting the same to the CEO and CFO and ensuring corrective / preventive actions.
Company currently have 28 Verticals and all are in some manner regulated by the IRDAI. Monitoring Compliance of multi-functional organisation which is part of highly regulated Industry becomes critical and time consuming job.
Advice businesses and internal teams (underwriters, claims, products, etc.) on applicable regulatory framework from IRDAI compliance perspective.
Almost every function of the Company is regulated by IRDAI through various regulations. Any wrong advice may lead to business loss and regulatory actions as well.
IRDAI Regulates the Insurance Companies through almost more than 600 Circulars / Regulations / Guideline and Insurance Act.
Reviewing the LRP projects from regulatory perspective and advising the verticals to ensure that the projects are in compliance with regulatory framework.
Assisting business partners like Corporate Agents, Brokers, Web Aggregators in during their regulatory inspections, Guiding them on regulatory implications of their business plans, etc.
Advising business on new business tie-ups, solicitation process, to ensure those are in compliance with regulatory framework.
Advising and guiding Internal Audit Department on all compliance issues relating to their audit work.
Implementation of compliance tool mapped to each Vertical with their respective compliances that need to be looked into.
Ensuring that all legal updates are uploaded in the tool on timely basis.
Overseeing reporting and updates in the compliance tool on timely basis.
Ensuring compliance certificates are taken from all vertical heads on quarterly basis. Guiding the functions on corrective and preventive actions on gaps identified if any.
Coordinating with Statutory Auditors, Secretarial Auditors,
Concurrent Auditors and IRMS Auditors
Checking eligibility criteria for appointment of various auditors and advising management on the same.
Ensuring Audit queries are solved within timelines.
Reviewing the contracts / engagement letters with Auditors and other service providers and Management Representations to various auditors