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Location: Central Bank of Bahrain Volume 3—Insurance > Part A > High Level Standards > HC High-Level Controls > HC-10 Insurance Consultants, Insurance Managers and Captive Insurance Firms > HC-10.2 Approved Persons Loyalty
  • HC-10.2 Approved Persons Loyalty

    • HC-10.2.1

      The approved personsG shall have full loyalty to the insurance consultantsG , insurance managersG or captive insurance firmsG .

      January 2011

    • Personal Accountability

      • HC-10.2.2

        Each approved personG should understand that under the Company Law he is personally accountable to the insurance consultantsG , insurance managersG or captive insurance firmsG and the shareholders if he violates his legal duty of loyalty to the insurance consultantsG , insurance managersG or captive insurance firmsG , and that he can be personally sued by the insurance consultantsG , insurance managersG or captive insurance firmsG or the shareholders for such violations.

        January 2011

      • HC-10.2.3

        The duty of loyalty includes a duty not to use property of the insurance consultantsG , insurance managersG or captive insurance firmsG for his personal needs as though it was his own property, not to disclose confidential information of the insurance consultantsG , insurance managersG or captive insurance firmsG or use it for his personal profit, not to take business opportunities of the insurance consultantsG , insurance managersG or captive insurance firmsG for himself, not to compete in business with the insurance consultantsG , insurance managersG or captive insurance firmsG , and to serve the insurance consultantsG , insurance managersG or captive insurance firms'G interest in any transactions with the company in which he has a personal interest.

        January 2011

      • HC-10.2.4

        For purposes of Paragraph HC-10.2.3, an approved personG should be considered to have a "personal interest" in a transaction with the company if:

        (a) He himself;
        (b) A member of his family (i.e. spouse, father, mother, sons, daughters, brothers or sisters); or
        (c) Another company of which he is a director or controller,

        is a party to the transaction or has a material financial interest in the transaction. (Transactions and interests which are de minimis in value should not be included.)

        January 2011

    • Avoidance of Conflicts of Interest

      • HC-10.2.5

        Each approved personG should make every practicable effort to arrange his personal and business affairs to avoid a conflict of interest with the insurance consultantsG , insurance managersG or captive insurance firmsG .

        January 2011

      • HC-10.2.5A

        Bahraini insurance consultantsG , Bahraini insurance managersG or Bahraini captive insurance firmsG should have in place a board approved policy on the employment of relatives of approved personsG and a summary of such policy must be disclosed in the annual report of the insurance consultantG , insurance managerG or captive insurance firmG .

        Amended: July 2016
        April 2016

      • HC-10.2.5B

        Overseas insurance managers or overseas captive insurance firmsG should have in place a policy on the employment of relatives of approved personsG pertaining to their Bahrain operations.

        Added: July 2016

    • Disclosure of Conflicts of Interest

      • HC-10.2.6

        Each approved personG should inform the entire Board of conflicts of interest as they arise and abstain from voting on the matter in accordance with the relevant provisions of the Company Law. This disclosure should include all material facts in the case of a contract or transaction involving the approved personG . The approved personsG should understand that any approval of a conflict transaction is effective only if all material facts are known to the authorising persons and the conflicted person did not participate in the decision.

        January 2011

      • HC-10.2.6A

        The chief executive/general manager of the Bahraini insurance consultantsG , Bahraini insurance managersG or Bahraini captive insurance firmsG should disclose to the board of directors on an annual basis those individuals who are occupying controlled functionsG and who are relatives of any approved personsG occupying controlled functionsG within the insurance consultantG , insurance managerG or captive insurance firmG .

        Amended: July 2016
        April 2016

      • HC-10.2.6B

        The chief executive/general manager of the overseas insurance managers or overseas captive insurance firmsG should disclose to a designated officer at its head office or regional manager on an annual basis those individuals who are occupying controlled functionsG and who are relatives of any approved personsG within the overseas insurance licenseeG .

        Added: July 2016

      • HC-10.2.7

        The Board of the Bahraini insurance consultantsG , Bahraini insurance managersG or Bahraini captive insurance firmsG should establish formal procedures for:

        (a) Periodic disclosure and updating of information by each approved personG on his actual and potential conflicts of interest; and
        (b) Advance approval by directors or shareholders who do not have an interest in the transactions in which an insurance consultantsG , insurance managersG and captive insurance firms'G approved personG has a personal interest. The Board should require such advance approval in every case.
        Amended: July 2016
        January 2011

    • Disclosure of Conflicts of Interests to Shareholders

      • HC-10.2.8

        The insurance consultantsG , insurance managersG and captive insurance firmsG should disclose to their shareholders in the Annual Report any abstention from voting motivated by a conflict of interest and should disclose to its shareholders any authorisation of a conflict of interest contract or transaction in accordance with the Company Law.

        January 2011

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