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• F. CONSIDERATIONS FOR EXAMINATIONS OF INTERNATIONALLY ACTIVE INSURANCE GROUPS This section identifies additional corporate governance requirements applicable to Internationally Active Insurance Groups (IAIGs). The guidance herein does not favor any particular governance model and is not intended to apply to all models; the organization of an IAIG can be structured in various ways. As noted above, when conducting coordinated group exams, the level at which the governance is evaluated may vary. However, if the holding company group under examination has been identified as an IAIG, governance practices must be evaluated at the head of the IAIG, lead company, or service company within the corporate structure of the group, to ensure that appropriate policies and processes are in place to promote effective oversight of the group-wide operations and a sound risk culture. For additional guidance related to the examination of IAIGs, refer to Section 1, Part I in this Handbook. 1. IAIG Board of Directors a. Do board members (individually and collectively) and other key individuals (senior management, key persons in control functions, etc.) have the necessary competence to fulfill their role? b. Does the board of directors have access to information and processes in place to understand the group's corporate governance framework and corporate structure; activities of the legal entities and associated risks; supervisory regimes applicable to the IAIG; issues that arise from cross-border business and international transactions; and the risk management, compliance, audit, actuarial, and related areas of the group? c. Has the board of directors developed an adequate conflict of interest policy for officers, management, and key personnel that includes processes to identify and avoid, or manage, conflicts of interest that may adversely affect the IAIG? d. Does the board of directors provide appropriate oversight of the group's internal control and internal audit functions? e. Does the board of directors receive relevant information regarding the group's actuarial function annually on the following topics: i. Prospective actuarial analysis of the financial condition of the IAIG. ii. The reliability and sufficiency of technical provisions (reserves). iii. The adequacy of reinsurance credit for technical provisions (reserves). iv. Consideration of non-insurance legal entities and nonregulated legal entities, if applicable.

• Insurance Holding Company System Regulatory Act