UK Senior Insurance Managers Regime - just be natural...

The PRA’s Supervisory Statement on Strengthening Individual Accountability in Insurance (SS35/15) has been released, not that far apart from their demolition job on Co-op Bank’s system of governance, which demonstrated something of an absence of such accountability across all three lines of defence, quite a feat!

While the Banking industry have been catered for on this topic with a few more bells and whistles, most noticeably by including an element of criminal liability  for their senior management (thanks Fred!), the approach for insurers and banks is supposed to be largely consistent.

The doc itself rather awkwardly references multiple sections of the incoming PRA Rulebook which, as yet at least, doesn’t exist as a conventional reference site, though it is due for release in “the summer” (the PRA subsequently released the new site 3 days after I published this post - that'll teach me!). It still pays to fish through the appendices of old Consultation Papers to get the materials cross referenced in this Supervisory Statement (here for most of them, from p44)

SIMF Interviews - "Next"...

I did cover this topic when the consultation paper first hit the table, and for those of a nervous disposition, the PRA have since produced a nice one-pager summarising what you need to know in the context of Approved Persons, Solvency II etc here (and done so much better than me, I hasten to add!). In addition, the transitional map from CF-XX to SIMF-YY is already available here.

I had a look through (largely ignoring the Group and Third Country specifics) to see if there was anything new and exciting since the consultation, and naturally there isn't! That said, the industry feedback received is detailed here (section 2), while I noted a few things below for my own benefit;

• PRA not concerned about individuals located overseas, unless they are involved in strategic implementation, as opposed to strategy formulation (2.11).
• Alerting to potential PRA blocking of SIMF applications where someone wishes to wear more than one hat, citing the obvious CEO & Chair example (2.15)
• Persons allowed to do the same function in more than one firm - targeted perhaps at the floating actuary contignent who do the CF12 job for a few firms?
• Awkwardly try to accommodate SIMF job-sharing, but lean towards discouraging it in the text (2.17-2.19)
• List a few examples of what firms might consider to be "Key Functions" over and above those named in the Solvency II legislation, being particularly keen on Investments (2.25 and 2.27)
• On the list of 11 Prescribed Responsibilities, they do their best to keep the NED world out of assuming any of them (2.40)!
• Some attempt to informally restrict Chairpersons from filling their time with multiple other roles and responsibilities (2.44)
• A timely reference, given the Co-op Bank Final Notice, to ensuring that Boards understand the Threshold Conditions (p12-13) and Fundamental Rules.

The Individual Conduct Standards (from p16) all seem fair at face value, with a bit of devil in the details, such as;

• Key function holders being told (3.19) to not only meet the letter of the prevailing regulatory system, but also not to engage in "...creative compliance or regulatory arbitrage" - spoilsports!
• Expectations that Key Function holders "take reasonable steps" to ensure that the business has sufficient systems of control, even if they delegate some, or indeed most, of the associated tasks themselves (3.20-3.22).
• That should you breach any of the Conduct Standards, it materially affects your fitness and/or propriety, and therefore the PRA expect to be notified

Finally, to clear up that age-old debate, the PRA clarified in 2.4 that it "...does not expect persons other than natural persons to be approved for a SIMF". Anyone with career ambitions had better lay off the Botox and Bronzing then...

Approved Persons in UK under Solvency II - "SIMF-ly The Best"?

The UK prudential and conduct supervisors doubled-up this week with a barrage of paperwork regarding "Fit and Proper" assessment of senior staff members in Insurers under Solvency II.

This was already acknowledged as an area where intelligent copy-out wouldn't quite cut the mustard for UK plc, so no doubt the Compliance functions of insurance entities have been looking forward to these publications appearing. Given the light touch on the topic in the Directive (Art.42) and Delegated Acts (Art.273), this is very much welcome gristle.

Evidently "Proper" - but "Fit" enough?

While the maintream media has cranked out some comment already on both the FCA (here) and PRA approach (here, here and here), they are naturally broad with their brushes. I thought I would cut it up into my much more insular world of "what does it mean for Key Functions under Solvency II".



PRA Consultation Paper

• The regulatory framework for individuals will be called the Senior Insurance Managers Regime (SIMR), and will come into force from 1st Jan 2016. 
• The CP is targeted at ensuring fitness and propriety of individuals running an insurer, or performing a Key Function.
• NED's have been left out of this paper, as there is a wealth of comment already provided on a separate joint FCA/PRA consultation from the Banking industry.
• That said "...the regime for insurers should not be identical to the regime for banks". 
• While Controlled Functions continues to exist as a PRA term, it will be interchangeable with the term Senior Insurance Management Functions ("SIMFs"), which I have used below.

Going into detail, we find the following;

• CEO, CFO, CRO and Head of Internal Audit are all SIMFs, with Chief Actuary, WP Actuary and a couple of Lloyds-specific roles also lined up.
• Some Group-specific SIMFs also created.
• Any Solvency II "Key Function" holders who are not SIMFs will simply be assessed within the business, with the PRA having right to overturn. I thought this would include the Head of Compliance, but they are picked up by the FCA (below). Not sure who else could be Key Function but not a SIMF, unless some SIMF role-holders don't plan to also do a day job.
• List of new Core Responsibilities provided which need to be allocated to one or more SIMFs (2.21). These include the old chestnuts of remuneration policy and "culture" in its broadest sense, as well as performance of ORSA.
• A form will follow which needs to be completed by firms for all prospective SIMFs and Key Function holders containing "relevant information" on them - I suspect this will be a LinkedIn cut-and-paste job.
• Obligation to make and maintain a "Governance Map" listing the positions and key functions which run the firm, the allocation of management responsibilities (including the new ones in 2.21 presumably) and relevant reporting lines. Oddly, the PRA think "...there will be some costs in compiling and maintaining the Governance Map", when it feels like a lazy Thursday morning for Company Secretarial to me...
• Some reinforcement of Conduct standards for SIMFs and Key Function holders, with Key Function holders having an additional policyholder protection-related standard added to their armoury.
• Emphasise that Fit and Proper needs to be assessed on an ongoing basis, as opposed to periodically, which effectively gives the regulator a get-out-of-jail when a bad apple SIMF mismanages a firm (i.e. "why didn't you pick it up internally first?").
• Solvency II brings in a legal requirement for firms to satisfy themselves of a candidate's fitness and propriety before sending applications to the PRA. They therefore plan to assess whether firms recruitment processes are "appropriately rigorous", which feels like a step into the un-assessable (if that is even a word).

Proposed Supervisory Statements are appended to their document covering the assessment of fitness and propriety, and the application of new conduct standards. From those I would highlight;

• "The norm" is for single individuals to perform SIMFs
• That firms may add to the list of conventional Key Functions using a bullet-point checklist
• Firms can "...freely decise how to organise each function in practice"

FCA Consultation Paper

• The existing Approved Persons Regime will be adapted to fit Solvency II and PRA/EIOPA requirements, as well as existing application forms.
• "Pre-approval" will therefore still exist in 2016.
• While the PRA pick up approval of most Key Functions under Solvency II, the FCA keep hold of the approval of Compliance Function heads, which don't feature in the SIMF list.
• Give themselves some leeway to impose approval and conduct obligations on "certain other functions" in insurers
• Appear to be combing over conduct-related rules from their work with the banking industry

Frankly, the amount of crossover between prudential and conduct regulators, existing and new rulebooks, and banking and insurance industries, makes this particular topic an awkward read, which is why I don't work in Compliance!

Levity aside, the outcome of these consultation papers will have a significant effect on insurers existing onboarding and approval processes, content of executive job specifications, and indeed the fundamental operacy of governance systems, given the level of prescription involved. Now would be a good time to start briefing!

Board Diversity - should gender and ethnicity have a quota?

Having seen a few snippets in quick succession on the matter, I figured it was as good a time as any to revisit Board Diversity, the gift that keeps on giving...headaches to Legal, Compliance and Company Secretarial departments all over Europe!

My initial interest in the matter was piqued by the potential dichotomy between having a Board that was "Fit and Proper" in the context of Solvency II or indeed the myriad Corporate Governance Codes within Europe, and the simultaneous push within the EU for setting quotas for a minimum percentage of female representatives on Boards.

Certainly a couple of years back, it looked like companies may be faced with a choice of meeting any gender quota (but with a Board that was not "Fit and Proper", if only due to lack of Board-level exposure and experience), or simply thumbing their noses at the quotas. The UK's current informal approach recommended by Lord Davies suggests that, while progress is being made on the gender front specifically, there is no danger of radical positive discrimination in order to meet a quota, regardless of who sets it.

I have therefore rather caustically covered the topic on previous posts (here, here and here) due to the hijacking of the word "diversity" as actually meaning "gender diversity" - seulement! There is evidently nowhere near enough working class (or working class origin) representation on plc Boards, not to mention ethnicity, disabilities and people who have served coal-face time in not-for-profit or charitable sectors - do they get a quota too?

All levity aside, there are rumblings from the UK Labour party that perhaps gender isn't the only quota worth talking about, floating the idea of ethnic quotas should they be elected next year. Bearing in mind the shamefully unrepresentative gender and ethnic make-up of the British members of parliament, and the triteness of his leader's behaviour when white-bloke hunting at PMQs the other week, he may wish to turn his attentions closer to home. That said, if the diversity debate has broken out of its gender-soaked malaise, it is cause to celebrate.

Dude? You're barred...

InsuranceERM have (unwittingly?) helped to perpetuate the idea of "diversity" being a debate that is overwhelmingly about gender in a recent round-table centred on how the Insurance industry "...can become more reflective of society" - which had no dudes in attendance!

While I certainly wouldn't argue that Insurance was, is, and will continue to be the "domain of the white male" for the foreseeable future, can that be remedied by excluding said males from a conversation on inclusivity of all things?

While the conventional pros and cons were discussed about Golden Skirt-style quotas, mandatory shortlisting of women for senior positions and mentoring, the child-rearing-sized elephant in the room was also tabled. The prevailing opinion seemed to be that it is encumbent on both employers and women to do a bit more during that phase of life to maintain career progression.

Had my two cents been sought (heaven forbid!), I would have added the "H" bomb into the mix. As a husband who works in another country from my family home, I personally offer an additional constraint to my wife's career every single working day, and one thing which won't change between generations is that one partner generally has to "take one for the team". Do the significant others of UK plc realistically provide more of a constraint on career development than any of the factors discussed by the InsuranceERM panel?

I would also have referenced Britain's blue-rinsed demographic timebomb, caring for infirm relatives, in this context, a job that most men manage to avoid, even when it's their parents! I have no first hand experience on the matter, so am reluctant to do more than float the idea, particularly when high-achieving female talent may have the means to outsource such activity.

Progress on the diversity issue therefore remains clunky, piecemeal and gender-obsessed. With every Lloyds (voluntarily?) taking the initiative, there is a Glencore or LSE who manages to clear the decks!

I certainly hope to see some progress on the gender percentage front soon, if only to hit a target so that we may switch the debate back to genuine diversity. With the topic gaining traction across the pond, maybe we won't have to wait too long.

Governance flaws in UK financial institutions - complacency or one-offs?

Some very interesting bits released over the weekend which should prick the ears of the UK's banking and insurance entities like a corporate governance-driven piercing gun, hot off the back of last month's Co-operative Group scandal.

Governance structures
- unchallenged by Risk for too long?

Over at RSA, one of the UK's most venerable General Insurance, a house of horrors-style drama appears to be emerging. Starting with what looked like a serious, yet relatively modest, localised valuation issue over in Ireland has developed in short order into the straw which has broken the camel's back with regards to the tenure of the Chief Executive of the entire group - all off the back of a routine audit, according to one source, and perhaps not coincidentally breaking formally as a story one day after the announcement of enormous premium hikes in the country.

Astonishingly, one of the three men suspended at the Irish unit is also one of the biggest hitters in their national industry, being the current president of the Irish Insurance Federation. He was quoted in August thus (my emphasis);

I’m very optimistic about the future. The Irish Insurance Industry is robust, well capitalised, making a significant contribution to the economy and most importantly, delivering for customers.

While it is fair to say that the knives were already out for the Group CEO, who has presided over general bad news over the last year or so (this year's profit warnings one and two for example), to actually see a FTSE 100 insurer crippled to the point of fire sales to plug capital holes by such a matter is pretty remarkable, even if the geographical source of the pain is less surprising after Quinn went down actuary-less a couple of years back.

What's more, the interim CEO (who is pulling off the much-maligned Chairman/CEO double act for now, though was Non-Exec) has sanctioned a root and branch review of governance arrangements in the firm across all markets (cited here from an analyst call), quite an undertaking in itself bearing in mind its geographical spread.

It made me revisit the published feedback to EIOPA's preparatory guidance, where I had remembered that the feedback received from RSA was pretty caustic with regards to the appropriateness of EIOPA's guidance where it seemingly went above and beyond the Directive and Implementing Measures.

Pointedly in the context of this particular failure of their internal controls, they fed back extensively on the Fit and Proper requirements (p237), most of which centred around 'less is more', and emphasised the administrative burden such activity already causes. This is supplemented on p339 with a piece against the rotation of internal audit teams, both of which look discomforting in hindsight!

Fit and Proper Persons in financial services - judge not, lest ye be judged

A quick note on the high-profile leadership-related crises which have reared their heads over the last couple of weeks, and whether the risk management professionals of the world can learn from them.

Two stories related to the flip-side of the kind of driven, charismatic figures that can progress rapidly through their chosen careers while coping with some rather spectacular character flaws. One being the ex-Chair of the UK's Co-operative Bank (already in financial turmoil), caught in a drugs and prostitutes sting this week, which has followed on from the city mayor of Toronto, who has been drawn into a similar web of videotaped misbehaviours.

Sticking with the financial services example, we have a number of issues which should interest the risk pros;

• A Chair with no financial services experience or qualifications (Northern Rock encore un fois!) ...
• In an organisation undergoing a massive transformation after acquisition...
• With a previous (if expired) criminal conviction...
• Who had resigned from public office while in the role due to pornography-related misuse of office equipment (reported at the time as due to "increasing responsibilities" at Co-op!)
• Who then (allegedly) used his work e-mail to solicit prostitutes (bottom of article)
• And all of this post-dating the nadir of the financial crisis, when one would have naturally thought that both institutions and the regulator would have been on point on such a matter.

Some elements of the story are dominating the headlines, such as the gender of the prostitutes, the type of drugs used, or the fact that the Co-operative movement, purporting to have a higher calling than the soul-hoovering plcs, should perhaps be impervious to such matters. 

For me, we have a straigthtforward case of significant internal control failings across departments, a failure to hold senior management to account when breaching internal policies, and a very strong working example of a reverse stress test, combining a number of risk factors which in concert deliver a failed business model. On that basis, I would think that the business-as-usual risk teams across the country will be analysing this one until the cows come home.

How much of a bum-paddling the FSA/PRA deserve on this is another matter. Whether light-touch or prescriptive, I think regulators in many countries will wince at the details of the approval of Rev. Flowers' appointment once this one plays out at Treasury Select Committee over the coming weeks (I have no insider information, but let's face it, we'll be watching through our fingers!). 

For context however, in 2009 the FSA (as it was then) made a formal submission to the TSC addressing many of the failings uncovered by the retreating tide post-Lehmans/Bear Stearns/Northern Rock, and what Hector Sants & Co had planned to make up the shortfall. 

The TSC made a number of comments (sandwiched within the FSA's submission) which are worth highlighting today - I have emphasised the parts which should now echo in eternity;

The FSA's assessment of whether senior bankers were fit and proper for their posts appears to have been little more than a tick-box formality, unless the applicant had a criminal record or gave some other evidence of a shady past. That bar was demonstrably set too low. We welcome the acknowledgement from the FSA that a candidate's competence, as well as their probity, will now be thoroughly reviewed before taking up a senior post in a bank. We recognise that there may be some dangers in the FSA assessing competence, not least because the FSA will become exposed to accusations of incompetence itself, if it makes a wrong judgement

We recommend that the FSA assess whether bank executives should possess relevant qualifications. We would like to see banking qualifications become one of the core indicators against which the FSA can assess a candidate's competence. If a candidate has no relevant qualifications, the onus should be on them to prove to the FSA that they have relevant compensatory experience

And from the PRA themselves...

We strongly agree that it is important for bank executives to have the right level of skills and experience. As noted above, we have recently written to all CEOs of relationship-managed firms reminding them that it remains the firm's responsibility to ensure that the candidates they put forward are fit and proper to perform the role in question, and that firms should, therefore, have robust recruitment, referencing and due diligence processes in place

It was only three years ago - at what point do we (grim pun intended) practice what we preach on corporate governance in financial services?

System of Governance - EIOPA's FINAL preparatory guidance for national supervisors

Based on feedback received since their initial consultation paper was released, EIOPA make the following generic clarifications/statements in the preamble of their guidance doc for System of Governance preparations;

• That proportionality will not be defined or presented as examples in the guideline text (p5-6)
• That NCAs are "expected to...review and evaluate the quality of the information provided to them" - bad news for the PRA, who were clinically uninterested in reviewing Solvency II reporting attempts according to one blogger (p6)
• The emergence of a new ORSA acronym, "FLAOR", which looks more like something an amused teenager would write on Facebook (p6)
• The expectation that 2015 will see submissions of (2014) ORSAs to NCAs (p7)
• While there is no generic take on what enforcement action should take place in this interim period, firms are expected to (a) Discuss any negative findings from their ORSA/Governance systems with their supervisor, and (b) To produce SCRs using information of appropriate quality. Enforcement action in the absence of this WILL NOT consist of capital add-ons, apparently (p7)
• That the submission date calendar for all of the information expected will be reviewed at the end of this year, so that EIOPA can take Omnibus II progress into account (p8)
• That the explanatory text in each set of guidance is NOT part of "Comply or Explain" (p9)
• That the reasons behind a negative "Comply or Explain" decision from any country will be kept secret as standard (p10, and disgraceful, frankly).

They then go on to focus on some of the larger bones of contention within the 52 guidelines provided. The following generic points stand out for me as a practitioner;

1. There is almost no discernible movement in EIOPA's position, even after a volumous lobbying effort;
2. That explanations for the inclusion of contentious content are generally forthcoming, though on a number of occasions, flimsy;
3. That planning for 2014 full-year mothballing of Solvency II programmes is not an option, particularly for ICAS+ candidates - some may get away with a few months of inertia, depending on the quality of their paperwork (strategies, policies, process guides/maps, terms of reference, charters etc).

The following supporting arguments for EIOPA's final view were, in my mind at least, poorly formulated, regardless of whether the end result is still agreeable;

3.48 (Guideline 6)

- Refused to add more definition around what constitutes a "significant decision", which is poor form.

3.58 (All of Chapter III)

- That the expectations of Risk Management in insurers  "...comprise risk management standards which are considered to be matter-of-course and wide spread activities" - extraordinarily loose, considering the lack of a majority-accepted global, or indeed pan-European standard on the subject (IRM/ISO/COSO/FERMA/FSB's efforts notwithstanding)

3.65 (Guideline 19)

- That, while it is "not an easy task", Operational Risks should be quantifiable, and therefore subject to tolerance limits - I don't think it would have hurt to suggest (or even compel the use of) a method if it is that difficult.

3.68 (Guideline 25)

- That firms should maintain Investment Risk-related KRIs outside of what might be provided by normal parties (for example, ratings agencies), which would help "...increase overall risk management" - not entirely convinced that a generic "increase" is any kind of worthy ambition. 

3.74 (Guideline 31)

- That a capital management policy and capital management plan is both necessary (though for not entirely convincing reasons when tying back to the Directive)

3.78 (Chapter VI [Internal Control])

- That there is already plenty of clarification on what the Compliance function is charged with. I would agree in principle, but have heard evidence to the contrary in practice.

3.81 (Chapter VII [Internal Audit])

- That they neither wish to mandate or discourage rotation of Internal Audit staff or whistleblowing direct to NCAs - in which case, why mention it!

3.110
- A bizarre comment in response to a suggestion that a public statement should be released by the AMSB annually regarding the discharge of responsibilities around the system of governance that the Directive "...only deals with internal governance, not corporate governance" - think I know what they are fishing at, but terribly worded.

3.144
- Justify their decision not to define risk appetite and risk tolerance in the context of these guidelines

They have however provided some more defendable clarifications, for example;

3.51 (Guideline 11)

- Clarified that the gold-plated "Fit and Proper" requirements apply to AMSB/Control Function staff only, as well as specify what is expected from Outsourcers.

3.57 (Chapter III [Risk Management])

- That in the context of separating the duties of the Risk and Actuarial functions, the Directive is abundantly clear and that undertakings "...cannot deviate from [the Directive's] distribution of tasks"

3.62 (All "Policy"-related guidelines)

- That efforts should be targeted towards drafting the required documents during the preparatory phase. I would imagine this would be "re-working" in the UK, where such activity is most probably long done.

3.67 (Guideline 19)

- That there is no compulsion for firms to operate an electronic database to store operational risk events

3.85 (Chapter VIII [Actuarial])

- That, regardless of the absence of a valuation framework for TPs, the processes behind their co-ordination and calculation justify early activity, rather than "wait and see" on Pillar 1.

3.124
- Regarding Op Risk, activity will have to include "...identifying all operational risks that have crystallised and their near misses" (my emphasis)

Relatively easy in summary then - if it was a gap/issue in your system of governance in March, it probably still is, so go and fix it!

Elderfield speech to Institute of Directors in Ireland - 'the Gene Genie'

With all the subtlety of an American industrialist in Paris, Mr. Elderfield delivered a speech to the Irish IoD this week focused on the Central Bank of Ireland's refresh of its 3-year strategic plan, as well as reinforcing what it expects financial services Boards to be focusing on in the near future.

This of course should sit in the context of what I covered last week on thematic enforcement work in 2013. Aside from his comments around board diversity, namely that the CBoI's 'fit and proper' activity to date is "...broadening the gene pool of corporate life" (eeeewwwww!), emphasis was given  to three particular areas:

Risk Appetite Statements

• CBoI expects "... [a] high quality risk appetite statement that is well understood and implemented throughout the firm in practice"
• "...clear articulation of the acceptable level of risk...at different confidence levels, is an important discipline and an essential compliment to a well-articulated business strategy"
• That, due to disappointments in the past, Risk Appetite statements are "...certainly an area of increasing interest on [the regulator's] part, and where we are debating the best approach for encouraging improvements"

System of Governance and Risk Culture

• Boards should "...provide broad, challenging scrutiny of your firm's culture regarding regulatory compliance and internal challenge"
• Ensure that there are "...appropriately resourced and well-qualified risk management and compliance functions"
• "Think more fundamentally and strategically about the culture in the institution that you oversee"

I would add that a lot of this sits nicely with the FSB's Risk Governance paper which was released last week.

Board composition

• Expect directors to take a "...hard nosed view on Board composition, with a view to improving performance"
• Endeavour to attain the "...right gender diversity...and international experience"

With Risk Appetite and Risk Culture both having featured on the IRM's hitlist recently, the practitioners over there will have some assistance to hand from an industry body, however there should be some other useful stuff available in the tag cloud at the bottom of this page on appetite, culture and diversity if you are struggling for inspiration.

Gender Diversity on Boards - the drive continues...

Lots on gender diversity this week, which I keep a watching brief on for obvious corporate governance purposes as well as impact on the post-Solvency II board, bearing in mind the Level 3 guidance on System of Governance in the area of "collective knowledge, competence and experience of the management body" (Guideline 12).

The Guardian highlighted progress towards Lord Davies recommendations (where the 6 month "ticker" has almost "tocked"), and flagged that there is some rather specious cramming of female non-execs since February to get the numbers up (only 1 executive appointment since Feb!). Interestingly, the responses sent to the FRC on adding a piece into the Corporate Governance Code on promoting diversity have been mostly in favour.

Looks like the 25% target could be a while away yet, and may be against the spirit of Lord Davies intent if completed by using the Non-Executive tactic.

The FT also flagged up a drive in Norway to extend the 40% female quota past listed entities and on to large unlisted companies (where it currently stands at 17% in the numbers quoted). The positive criteria cited made me chortle with my own inadequacy, namely that female board candidates;

• Are younger and better educated
• Are less risk prone (NB as a risk professional I have no idea what to think of this "trait")
• Are not as driven by high salaries and bonuses
• Generate deeper and broader discussion 

Evidence cited below this argues against, whilst highlighting that it is a fait accompli when considering the political persuasion of the current government.

Staying in Scandinavia, I checked out the recently revised corporate governance code in Denmark. Whilst they have a number of pieces on board "diversity", its benefits, and recommendations on regular reporting on diversity, they also slip in a clause (4.1.4) recommending the board discuss annually their activities to "ensure diversity at management levels, including equal opportunities for both sexes", as well as recommending that "measurable objectives" be set to this respect and publicly commented on.

Further comment gets to the heart of the recommendation by using the proportion of women at specific management levels as an example - they could just put the quota in and be done with it!

Gender diversity on UK Boards - raising the stakes

Becoming a meatier story by the week, the efforts of city headhunters to begin the (necessary?) positive discrimination to up the numbers of women on boards may or may not have the desired effect by the time the Davies committee reports in October.

Supplemented by the Home Office's memo this week that they are expecting more action to achieve the "25% by 2015" targets, it has all the hallmarks of a badly driven juggernaut. The quote "It's about improving performance and having a board that reflects and understands its customers" I found particularly grotesque (offensive to both sexes I would suggest - "Greedy Man" needs empathy lessons from "Lovely Lady").

From the Solvency II angle, this would be much better parked as a requirement in the Corporate Governance Code a.s.a.p, as the Fit and Proper requirements on the Level 2 & 3s are shooting at hard skill sets, so there may need to be some promoting done in UK insurers to get to 25% with sufficient hard skills by 2014/15

Ireland - Corporate Governance Code FAQs and Fit and Proper letter

I got the following Corporate Governance Code FAQs through my RSS feed today, and I was quite shocked about the timing, bearing in mind the 30th June transitioning deadlines for the code - I expect the responses have been shared with the individual questioners prior to this, so the main value is for Board Membership-related questions, which is the one element of the code which compliance can be postponed for another 6 months.

Summary points;

·         Teleconferencing permissible “on occasion” – majority of meetings must be attended in person

·         Time commitment in Letter of Appointment up to firm, Regulator can overrule

·         No plan to kick 9yr+ INEDs off boards as matter of course

·         CEO may not be chair even for a one-off meeting, unless exceptional circumstances

·         Group executives may be subsidiary Chairs (surprising)

·         For 5yr review of CEO clause, the count-back is from Jan 1^st 2011

·         Consulting actuaries would count as Head of actuarial function in absence of anything else

·         Industry asking for regulatory guidance on Risk Appetite, and it is actually being considered

The overwhelming feel from the document was one of regulatory fatigue at the line of questioning from the industry, unsurprising as the document is 50 pages long, and most of the questions centre around "What can I get away with"!


On the same day the following chase up letter on Fit and Proper was sent to the banking industry executives, and again underlines how aggresive the Central Bank can afford to be with the Irish banking crisis as its cornerman, let alone the political promises of Mr Noonan.

Fit and Proper - Elderfield asking too much?

A rather bizarre story reporting that AIB, a full 3 months in advance of a deadline for assessing the fitness and probity of certain staff under new legislation, have said they may not be able to do it.

The literal application of the legislation appears to be the issue, with AIB citing a number of around 10,000 staff covered by the definition in the consultation paper (p10 covers the piece about having control over the property of a customer, which appears to be the sticking point).

As Elderfield himself noted in his recent speech, this is supposed to be similar to the FSA approach (which I suspect will drive the as yet undefined Solvency II approach), and I don't believe they ask for administrators to be assessed. One senses that the aggressive regulatory approach currently being taken is leading to a closed door policy between senior staff in the regulator and industry - this kind of private correspondence leaking as a lobbying tactic is very unseemly.