Official Gazette of the Republic of Srpska Number 61/16 UNOFFICIAL TRANSLATION

Transcription

1 Official Gazette of the Republic of Srpska Number 61/16 UNOFFICIAL TRANSLATION Pursuant to Article 7, paragraph 2, indent 7, of Article 9, paragraph 1, indent 2, Article 60, paragraph 10 and in connection with Article 2, paragraph 1, indent 4, Article 60, paragraphs 1 to 4 and Article 68, paragraph 7 of the Law on Insurance Companies (Official Gazette of the Republic of Srpska, number:17/05, 1/06, 64/06 and 74/10) and Article 59, paragraphs 1,4 and 6 of the Law on Compulsory Insurances in the Traffic (Official Gazette of the Republic of Srpska, number 82/15) and Article 18, paragraph 1, point 2 of the Statute of the Insurance Agency of the Republic of Srpska (Official Gazette of the Republic of Srpska, number: 2/15), Management Board of the Insurance Agency of the Republic of Srpska, on the assembly held on 14 July 2016 issued: RULEBOOK ON THE PERSONS ON SIGNIFICANT POSITION IN THE INSURANCE COMPANY I GENERAL PROVISIONS By this Rulebook shall be prescribed: Article 1 1) Conditions which must be fulfilled by the persons on significant position in the insurance companies (hereinafter: the Company), 2) Procedure of giving the consent for the appointment of the persons on significant position, 3) Cessation of the validity of the consent of the persons on significant position and 4) Conditions for the appointment of the extraordinary administrators and temporary administrators for the special liquidation in the Company. Article 2 Persons on the significant position in the company, in the sense of the provision of Article 2, paragraph 1, indent 4 of the Law of Insurance Companies (Official Gazette of the Republic of Srpska, number: 17/05, 1/06, 64/06 and 74/10 - hereinafter: the Law) as follows: 1) Persons on the significant position in the Company appointed by the Company and those are: 1. Director (Deputy Director, Acting Director, Procurator), 2. Executive Director, 3. Executive Member of the Management Board 4. The member of the authority in the company that performs supervision (Audit Committee or Supervisory Committee), 2) Persons on the significant position in the Company, appointed by the Insurance Agency of the Republic of Srpska (hereinafter: the Agency) are as follows: 1. Temporary administrator for the special liquidation and 2. Extraordinary administrator, 3) Director of the RS Protection Fund (hereinafter: Protection Fund), appointed by the Protection Fund Management Board. II ISSUING THE CONSENT Article 3

2 (1) The Company may appoint person on certain significant position from Article 2, paragraph 1, point 1) of this Rulebook, after which he/she obtains the consent of the Agency for the appointment. (2) The Company which intends to appoint for the first time the person on the significant position from paragraph 1 of this Article, it shall be obligatory to submit the application for issuing the consent for the appointment, on the prescribed form, which may be found in the Annex number 1 and is the integral part of this Rulebook. (3) With the application from paragraph 2 of this Article shall be attached the documentation, proving that the candidate fulfils the conditions for appointment, prescribed by the Law and this Rulebook. (4) Fulfilment of the conditions for the persons on the significant position shall determine also in the procedure of issuing operating licence to the insurance company in the process of foundation. Article 4 (1) Candidate for the Director (Deputy Director, Acting Director and Procurist), the executive member of the Management Board and the member of the executive board must fulfil the following conditions: 1) to posses a diploma on the completed VII degree of education, that is, of the completed second cycle of studies of the higher education (economy, finances, law, technical, organizational, mathematics), in which is acquired the education of at least 240 ECTS points, 2) that he/she is not convicted by the final judgement for the criminal offences of evasion and fraud in the service, abuse of functions, forgery and use of the falsified documents, theft of the public or private property, giving the false statements, taking or receiving bribe, or any other criminal offence prescribed by the Law in connection with the performance of the their professional activity, 3) that he/she was not a member of the Management Board in the insurance company to which was taken operating licence or in which was open bankruptcy proceeding, that is, if he/she was that the period of 5(five) years was over from the day of opening the bankruptcy proceeding of revoking of the operating licence, 4) that he/she has at least 3 (three) years of the working experience in the area of insurance, finances or law, in the requested education degree. (2) Candidate for the Director (Deputy Director, Acting Director and Procurist), additionally to the conditions from paragraph 1 of this Article must fulfil the additional condition, which includes the experience in the management in the duration of at least one year, acquired in the insurance company, bank or other financial organization, regulatory authority of the financial institutions and in the company. (3) Candidate for the member of the authority that performs supervision in the Company (Supervisory Committee or Audit Committee) must fulfil the conditions from paragraph 1, points from 1 to 4 of this Article. Article 5 (1) The fulfilment of the conditions from Article 4, paragraph 1 of this Rulebook shall be demonstrated: 1) for point 1), by the verified duplicate of the Diploma, 2) for point 2)by the excerpt from the criminal records - Certificate of No Criminal Conviction, which is not older than 6 (six) months, 3) for point 3), by the verified personal statement of the candidate, 4) for point 4), with the certificates that the experience is acquired on the operations for which is required requested higher education, which issue insurance companies, banks or other financial organizations, companies, regulatory authorities in the financial sector, entities governed by the public law and other entities in which is acquired the experience in the area of insurance, finances or law. (2)The fulfilment of the conditions from Article 4 paragraph 2 shall be proven with the certificates issued by the insurance companies, banks or other financial organizations, regulatory authorities of the financial institutions and companies, on the experience acquired on the management businesses, by naming the title of the management work-place.

3 (3) In addition to the documentation mentioned in paragraph 1 and 2 of this Article, the candidate for the Director shall submit and present to the Agency the programme of management of the companies business. (4) The programme of management of business from paragraph 3 of this Article contains: 1) short description of the legal and financial position of the company, 2) explained assumptions taken into consideration during the making of the programme, that is, during the making of the financial and other projections, 3) short description of the identified, the most important problems in the business of the company and the risks to which the company is exposed, with the proposal of measures with which would be removed or alleviated the problems in business and reduce business risks, 4) the evaluation of the liquidity and the financial means necessary to the company for the fulfilment of the obligations and ensuring capital adequacy, 5) short description of the expected business results of the company for the period of at least two years (expected premium incomes by the types of insurances, revenues for the implementation of insurance and contracted insured sums from the insurance contracts and revenues for the implementation of the insurance), 6) projection of the balance sheet and the income statement for the period of at least two years and 7) short description of the existing organisational structure with the projection of the organizational structure, including the staff plan on the period of at least two years. (5) As evidence that the candidate for the member of the authority that performs supervision in the Company (Supervisory Committee or Audit Committee) fulfils the conditions from Article 4, paragraph 1, point 4 of this Rulebook may enclose also the certificate of three year experience in performing businesses of the authorised actuary, authorised auditor, internal auditor and the authorised accountant, with which is enclosed the duplicate of the public document on the acquired title (licence). Article 6 (1) For the submitting of the application from Article 3, paragraph 2 of this Rulebook, the candidate from Article 4, paragraphs 1 and 2 of this Rulebook that has the interest and has accepted to be proposed for the appointment on the significant position, shall provide evidence on fulfilling the conditions from Article 5 of this Rulebook. (2) In addition to the evidence from paragraph 1 of this Article, the candidate shall submit to the Company a filled and personally signed questionnaire of the candidate, which is located in Annex number 2 and is the integral part of this Rulebook (hereinafter: the Questionnaire). Article 7 (1) In addition to the application from Article 3, paragraph 2 of this Rulebook, the Company shall be obligated to submit to the Agency: 1) Evidence from Article 5 of this Rulebook, depending on the significant position, 2) Questionnaire and 3) Evidence on the paid compensation to the Agency, in accordance with the Decision on the tariffs and compensations to the Agency. (2) For the foreign citizen, the candidate for the person on the significant position shall enclose the evidence from paragraph 1 of this Article, translated into one of the official languages in Bosnia and Herzegovina, verified and signed by the authorised court interpreter for the foreign languages. Article 8 (1) The Agency shall appreciate the proposed evidence, from the aspect of the conditions prescribed in Article 4 of this Rulebook and if the candidate for the person on the significant position fulfils the prescribed conditions, the Agency shall issue decision by which gives to the company the consent for the appointment.

4 (2) The decision from paragraph 1 of this Article shall be issued for the specified person and the specified significant position in the Company and it may not be used as the consent for the appointment of that person at some other significant position in the Company. (3) If, according to the Statute of the Company, the significant positions of the directors and the executive member (president) of the Management Board or the executive member of the Management Board and the member of the executive board match, the Agency by the Decision shall issue the consent for both matching significant positions performed by one person. (4) The Company shall be obligated to submit to the Agency the decision on the appointment of the candidates on the significant position in the company, within 7(seven) days from the day of passing the decision. (5) If the persons on the significant position and their authorisations are registered in the court registry, in accordance with the regulations by which is regulated the legal position of the companies, the company shall be obligated also to submit to the Agency the decision of the competent court on the registration of those persons in the court registry, within 7 (seven) days from the day of reception of the court's decision. (6) The Agency, in the official capacity shall conduct the registration of the data on the person on the significant position in the company into the registry of insurance companies at the Agency, and this for: 1) persons on the significant position not registered in the court registry, after the reception of the decision from paragraph 4 of this Article and 2) persons on the significant position registered in the court registry, after the reception of the documents from paragraph 5 of this Article. Article 9 (1) The Agency shall refuse the application from Article 3, paragraph 2 of this Rulebook, if in the procedure it establishes that: 1) the candidate does not fulfil the conditions from Article 4 of this Rulebook and 2) are listed untrue, incorrect data or are submitted forged documents. (2) The Agency shall reject the application from Article 3, paragraph 2 of this Rulebook, as untidy and incomplete and if after the conclusion of the Agency passed in the procedure are not enclosed all the evidence from Article 5, i.e. Article 7 of this Rulebook. III TERMINATION OF THE VALIDITY OF THE CONSENT Article 10 (1) Consent for the appointment of the persons on the significant position shall terminate to be valid: 1) if during the supervision is established that the person for who is given the approval for the appointment is not appointed on the significant position in the company within three months from the day of the reception of the decision of the Agency, the first day after the expiration of that period, on which the agency issues declaratory decision, 2) if the person on the significant position in the Company is terminated the function, on the day of termination of the function and 3) if the person on the significant position in the Company is terminated the labour relationship, on the day of termination of the labour relationship. (2) In the case from paragraph 1, point 2) of this Article shall be considered that the function of the person on the significant position is terminated: 1) if the person on the significant position in the Company, which is not registered in the court registry has been dismissed by the decision of the competent authority of the Company on the day of passing the decision and

5 2) if the person is on the significant position in the Company, registered in the court registry has been dismissed by the decision of the competent authority of the Company, on the day of issuing the Decision of the court on deleting the person on the significant position from the Court registry. (3) After the Agency obtains the consent for the appointment, the Company shall be obligated that at the same time with the passing of the decision on the dismissal of the persons on the significant position to appoint other persons on that positions, after it obtains from the Agency the consent for the appointment. (4) The Company shall be obligated to submit to the Agency the decisions from paragraph 2 of this Article and the notification on the termination of the labour relationship from paragraph 1, point 3) of this Article within 8(eight) days from the day of passing of the Decisions or from the termination of the labour relationship. (5) If the person on the significant position was registered in the court registry (in the rule when that circumstance is referred to the director, acting director and procurator), the company shall be obligated that within 8 (eight) days from the day of passing the decisions from paragraph 2, point 2) of this Article to submit to the competent court the application for the registration of the change of the person and submit to the Agency the decision of the court within 5(five) days from the day of receipt. (6) The Agency, in the official capacity, shall perform the registration of the change of data on the persons on the significant position in the company into the Registry of the Insurance Companies at the Agency, as follows: 1) Upon the receipt of the decisions from paragraph 2, point 1 of this Article, if the dismissed persons on the significant position are not registered in the court registry. 2) Upon the receipt of the notification on the termination of the labour relationship from paragraph 4 of this Article and 3) Upon the receipt of the decision of the court from paragraph 5 of this Article, if the persons on the significant positions are registered in the court registry, IV ORDER FOR THE DISMISSAL OF THE PERSONS ON THE SIGNIFICANT POSITION Article 11 (1) The Agency issues the order to the Agency for the dismissal of the persons on the significant position, in the proceedings of supervision, as the measure of supervision, in accordance with Article 54, paragraph 5, indent 3 and paragraph 8, indent 8 and Article 60, paragraph 7 of the Law. (2) It shall be applied the provisions of Article 10, paragraph 2 of this Rulebook on the termination of the validity of the consent and the termination of the function to the person on the significant position that is dismissed by the order of the Agency. V DIRECTOR OF THE RS PROTECTION FUND Article 12 (1) Management Board of the RS Protection Fund (hereinafter: the Protection Fund) may be appointed the director of the Protection Fund (acting director and procurator) after which, for the appointment shall obtain the consent of the Agency. (2) The Agency shall issue the consent for the appointment of the director of the Protection Fund if the candidate for the director fulfils the conditions from Article 4, paragraphs 1 and 2 of this Rulebook. (3) The Management Board of the Protection Fund, which intends to appoint the director of the Protection Fund, shall submit to the Agency the application for issuing the consent for the appointment, on the prescribed form, from Article 2 of this Rulebook, which is accompanied by: 1) Evidence from Article 5, paragraphs 1, 2 and 3 of this Rulebook, 2) Questionnaire and 3) Evidence on the paid compensation to the Agency, in accordance with the Decision on the tariffs and compensations to the Agency.

6 (4) Due to the submission of the application from paragraph 3 of this Article, the candidate for the director of the Protection Fund, who has interest and accepts to be proposed for the appointment, shall ensure the evidence from paragraph 3, points 1 and 2 of this Article to the Management Board of the Protection Fund. Article 13 (1) On the termination of the validity of the consent for the appointment of the director of the Protection Fund shall be applied the provisions of Article 10, paragraphs 1 and 2 of this Rulebook. (2) Protection Fund shall be obligated that at the same time with the passing of the decision on dismissal of the director to appoint the other person, after it obtains the consent for the appointment. (3) Protection Fund shall be obligated to submit the decision from paragraphs 2 of this Article to the Agency within 7 (seven) days from the day of passing the decisions. VI CONDITIONS FOR THE APPOINTMENT OF THE EXTRAORDINARY ADMINISTRATORS AND TEMPORARY ADMINISTRATORS FOR THE SPECIAL LIQUIDATION IN THE COMPANY Article 14 (1) The Agency shall appoint the extraordinary administrators, in the sense of the provision of Article 67a, paragraph 2 of the Law and temporary administrators for the special liquidation in the Company, in the sense of the provision of Article 68, paragraph 7 of the Law, if the candidates for that significant positions fulfil the conditions from Article 60 of the Law and Article 4, paragraph 1 of this Rulebook and if they enclose to the Agency the evidence from Article 5, paragraph 1 and 2 of this Rulebook and the Questionnaire. (2) The Agency shall issue the Decision on the fulfilment of the conditions for conducting business of the extraordinary administrators and temporary administrators for special liquidation from paragraph 1 of this Article. Article 15 (1) The Agency shall form the list of the professional persons from Article 68, paragraph 7 of the Law with the special knowledge and experience in the area of insurance and finances (hereinafter: the list of the professional persons) for the purpose of the appointment of the temporary administrator for the special liquidation in the Company, in accordance with Article 68, paragraph 6 of the Law. (2) The candidate shall be included in the list after the passing of the decision of the Agency on the fulfilment of the conditions for conducting the businesses of the temporary administrator for the special liquidation from Article 14, paragraph 2 of this Rulebook. (3) List of the professional persons from paragraph 1 of this Article shall be considered applicable, but not final, when it is included on the list at least 3 (three) professional persons. VII TRANSITIONAL AND FINAL PROVISIONS Article 16 Proceedings initiated upon the applications of the insurance companies for the appointment of the persons on the significant positions until entering into force of this Rulebook shall be finalized in accordance with the Rulebook on the persons on the significant position in the insurance company (Official Gazette of the Republic of Srpska, number: 29/11).

7 Article 17 On the entry into force of this Rulebook shall cease to be valid the Rulebook on the Persons on the Significant Positions in the Insurance Company (Official Gazette of the Republic of Srpska, number 29/11). Article 18 This Rulebook shall enter into force on the eighth day of its publishing in the Official Gazette of the Republic of Srpska. Number: UO - 20/16 Upon the authorisation of the President 14 July 2016 of the Management Board, number: UO-7/15 Banja Luka Darko Radić

8 Annex 1 APPLICANT APPLICATION FOR ISSUING THE CONSENT FOR THE APPOINTMENT It is submitted the application for issuing the consent for the appointment:,, from, Str., No., for the director of the RS Protection Fund (if it is not necessary to cross out) on the significant position in the insurance company (if it is not necessary to cross out) (name more significant position) In the annex: - evidence from Article 5 of the Rulebook on the Persons on the Significant Position in the Insurance Company (hereinafter: the Rulebook) as follows: Identification document (ID card or a passport) Diploma from the University/ 240 ECTS points Excerpt from the criminal records - Certificate of No Criminal Conviction Evidence of the experience from Article 5, paragraph 1, point 4 of the Rulebook Certificate on the experience in the management from Article 5, paragraph 2 of the Rulebook Programme from Article 5, paragraph 3 of the Rulebook Filed and signed Questionnaire on the candidate Evidence on the paid compensation to the Agency, in accordance with the Decision on the tariffs and compensations of the Agency Place and date For the applicant (Name and surname and signature of the legal representative of the Company/the President of the Management Board of the RS Protection Fund)

9 QUESTIONNAIRE FOR THE CANDIDATE FOR THE PERSON ON THE SIGNIFICANT POSITION IN THE INSURANCE COMPANY Annex 2 (Write the full name of the insurance company) 1. Personal information: Name and surname Date and the place of birth Citizenship Address 2. University education: Acquired knowledge Number of the points Educational institution Date of acquiring 3. Other education and the specialist exams Name of the exam, title, licence, certificate Name of the facility/institution 4. Knowledge of the foreign languages (grades: active and passive) Foreign language Grade

10 5. Professional experience - applicable for the appointment: Company/institution: Position/work place Requested degree of education for the work place Acquired experience in the duration year months Short description of the work, duties and responsibilities: 6. Related persons 6.1. Do you, directly or indirectly, possess the participation in the right of vote or the capital in the insurance company in which the appointment is performed? NO YES % 6.2. Do you, directly or indirectly, possess the participation in the right of vote or the capital in another insurance company? NO YES % Name: 6.3. Do you, directly or indirectly, possess the share in the right of vote or the capital of any other insurance company? NO YES % Name:

11 6.4. Are you and/ or related person with you, from Article 34, paragraph 2 of the Law on Companies, the contracting party in the legal affair (contract) with the insurance company, in which the appointment is conducted? NO YES Type of the contract Overall value of the contract 8. Reasons for the exclusion - Article 60, paragraph 2 of the Law on Insurance Companies 8.2. Have you been a director, procurator or a member of the Management Board of the insurance company which is the subject of bankruptcy proceeding or liquidation or if it is, has it been more than 5 years from it? NO YES Name of the company: By my signature I certify that the information and statements given as the answers on the questions contained in this Questionnaire are truthful and complete and in the framework of my knowledge and that I did not withheld any of the information which could be significant in the proceedings of issuing of the previous consent for my appointment on the significant position in the insurance company and effect on the decision of the Agency. Signature of the candidate for the person on the significant position VERIFICATION