Regulations amending Finansinspektionen’s regulations and general guidelines regarding insurance business

Finansinspektionen’s Regulatory Code
Publisher: Finansinspektionen, Sweden, www.fi.se ISSN 1102-7460 This translation is furnished for information purposes only and is not itself a legal document. Regulations amending Finansinspektionen’s regulations and general guidelines (FFFS 2015:8) regarding insurance business; decided 10 October 2016. Finansinspektionen prescribes pursuant to Chapter 7, section 2, point 54 of the Insurance Business Ordinance (2011:257) that Appendices 1a–2a of Finansinspektionen’s regulations and general guidelines (FFFS 2015:8) regarding insurance business shall have the following wording. _______________ These regulations and general guidelines enter into force on 1 November 2016. ERIK THEDÉEN Monika Reinholdsson FFFS 2016:28 Published on 14/10/2016

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Appendix 1a
Application for ownership assessment – natural person Fill in the information in the form below by checking the relevant box, or providing your response in the space provided. Certain more detailed information may, however, be provided in separate attachments. See the Appendix Checklist on the last page of the form. Acquisition means an acquisition in accordance with Chapter 15, section 1 of the Insurance Business Act (2010:2043) or ownership in the undertaking applying for authorisation, pursuant to Chapter 2, section 1 of the Insurance Business Act, to conduct insurance business. Target company refers to the undertaking applying for authorisation to conduct insurance business pursuant to Chapter 2, section 1 of the Insurance Business Act, or the undertaking that is the object of the acquisition. Acquirer is the natural owner of the undertaking applying for authorisation to conduct insurance business pursuant to Chapter 2, section 1 of the Insurance Business Act or who is applying for authorisation pursuant to Chapter 15, section 1 of the Insurance Business Act to acquire a target company. As a part of the management assessment, Finansinspektionen will collaborate with e.g. Polismyndigheten (Swedish Police), Bolagsverket (Swedish Companies Registration Office), Skatteverket (Swedish Tax Agency), Kronofogdemyndigheten (Swedish Enforcement Authority) and firms offering credit assessments. 1 General
1.1 Basic information

1. Refers to the assessment

• authorisation to conduct insurance business in accordance with
  Chapter 2, section 1 of the Insurance Business Act (2010:2043), or
• authorisation for acquisition in accordance with Chapter 15, section 1
  of the Insurance Business Act

2. State the name of the acquirer (including personal identity number or equivalent)
3. Name of the target company (including corporate identity number)
4. Are there other undertakings under Finansinspektionen’s supervision that are
   affected by the acquisition?
   ☐ Yes ☐ No

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If yes, which undertaking(s) (including corporate identity number)?
1.2 Contact information
Whom should Finansinspektionen contact about this assessment?
First name:
Surname:
Title:
Name of the undertaking:
Address:
Telephone number:
e-mail:

2 Information about the acquirer
2.1 Personal information
If you are registered in Sweden – fill in the following information First name:
Surname:
Personal identification number:
Home address:
Telephone number:

• If you are not registered in Sweden – fill in the following information and append
  a certified copy of an identity document
  First name:
  Surname:
  Personal identity number or equivalent:
  Date of birth:
  Place of birth:
  Home address:
  Telephone number:
  Nationality:
  Passport number:
  Previous nationality
  (if any):
  Previous name (if any):

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2.2 Exemptions from submitting certain information
Are you applying for exemption in accordance with Chapter 10, section 9 from submitting certain information? ☐ Yes ☐ No If yes, please explain.
2.3 CV
Append a CV that contains relevant information about your education, professional experience and other assignments. In terms of education, state the type of education (e.g. university, course provider), field of education (e.g. financial analysis), period of time, scope and educational institution. In terms of professional experience, specify the firm, its business, your position, work duties and period of time.
2.4 Financial position
Describe
– your income for the previous and current financial year (including the origin of the income), – your current assets and liabilities, and suretyship obligations, guarantees provided and other commitments, and – whether there are other factors that affect your financial position.
2.5 Describe the chain of ownership
Append a description or chart of the chain of ownership before and after the acquisition. Participations shall be stated as a percentage of the issued participations. If the voting rights differ from the participations, also state the number of votes as a percentage of the total number of votes.

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Also, list owners that in any other way have a significant influence over the undertaking subject to acquisition, the target company. List the nature of the business and the registered office for each undertaking in the ownership chain. Also, indicate which undertakings are under the supervision of Finansinspektionen or an equivalent foreign authority.

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2.6 Board and senior management assignments
Name all undertakings in which you are an appointed board member, managing director or deputy managing director. Firm (Including CIN) Type of business Registered office Position on board and role

2.7 Ownership involving control
Name the undertakings in which your ownership signifies control. The definition of control is set out in section 3. Firm (Including CIN) Type of business Registered office Holding (per cent)

2.8 Close relations with participations

1. Do you have a close relation who owns participations in the target company, or
   in another undertaking, which in turn owns participations in the target company? Close relation refers to a spouse, registered partner, cohabitee, child, parent or other relation with whom you share living accommodation. ☐ Yes ☐ No
2. Are there other financial relationships between you and your close relations?

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☐ Yes ☐ No
3. If you have answered yes to any of the questions under 1 and 2, please explain.
2.9 Common interests
Have you any form of common interest with any person(s) below, which could affect influence in the target company? – Other shareholders, – Other parties entitled to vote, – Other persons or undertakings which although not shareholders have the ability to exercise similar influence over the target company, or – Managing directors, deputy managing directors or board members. Common interests that can affect influence refers to e.g. shareholder agreements or other agreements concerning common ownership. ☐ Yes ☐ No If yes, please explain:
2.10 Conflicts of interest
Will any conflict(s) of interest arise out of the acquisition? ☐ Yes ☐ No

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If yes, describe the conflicts of interest and how they can be managed:
2.11 Reputation of the acquirer

1. Have you
   a) in the past ten years been convicted by a Swedish or foreign court, or formally been charged as a suspect in an ongoing investigation, for a financial crime in respect of which imprisonment is included in the range of penalties? ☐ Yes ☐ No b) in the past ten years been sentenced to imprisonment by a Swedish or foreign court for a crime other than that specified in a? ☐ Yes ☐ No c) in the past five years been a board member or managing director or deputy managing director of a commercial undertaking in which the board of directors was not discharged from liability? ☐ Yes ☐ No d) in the past five years been dismissed from employment at a financial undertaking or as a senior executive or from an assignment as a board member or auditor in another commercial undertaking? ☐ Yes ☐ No

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2. To the best of your knowledge, have you or any undertaking in which you are or
have been a senior executive or a board member or have or have had control a) in the past five years been (or still are/is) party to arbitration proceedings or civil or administrative proceedings concerning tax or business? ☐ Yes ☐ No b) in the past five years been (or still are/is) subject to a debt restructuring, composition or company reconstruction or entered into bankruptcy or an equivalent process in another country? ☐ Yes ☐ No c) been sanctioned by either Swedish or foreign supervisory authorities? ☐ Yes ☐ No d) in the past ten years, either in Sweden or in another country, had an application rejected, been excluded from conducting business or in another way had limitations placed on your right to conduct business or a profession that requires a licence, registration or the equivalent? ☐ Yes ☐ No e) in the past ten years been the subject of a fit and proper assessment by a foreign competent supervisory authority? ☐ Yes ☐ No If yes, append a copy of the decision of the foreign authority.
3. If you have answered yes to any of the questions under 1 and 2, please explain
the circumstances.

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3 Information about the acquisition
3.1 Size of the acquisition
Specify the size of the holding you intend to acquire in the target company. The number of participations shall be stated as a percentage of the number of issued participations. State the number of participations before and after the acquisition (direct and indirect). If the voting rights differ from the number of participations, also state the number of votes as a percentage of the total number of votes.
3.2 Acquisition date
State the expected date of acquisition.
3.3 Purpose of the acquisition
State the purpose of the acquisition. Do not answer this question if the information can be concluded from 4.1.1a.
3.4 Financing the acquisition

1. Specify how you intend to finance the acquisition. Describe the background of
   all financing items (whether monetary or other type of asset), their value, to whom they belong and in which jurisdiction they are located. Append documentation that supports this information.

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2. Specify if you have had any cooperation with a natural or legal person with
regard to financing the acquisition.
☐ Yes ☐ No
If yes, please explain the circumstances.
4 Business plan and detailed information about the acquisition Provide information about the acquisition in accordance with one of the following options:
– ownership signifies control, cf. Chapter 1, section 4 of the Annual Accounts Act (1995:1554) (4.1). – ownership does not signify control, but amounts to 20 per cent or more and when ownership is qualifying but below 20 per cent (4.2). If Finansinspektionen requires additional information to assess the suitability of the acquirer, it can also request information in accordance with section 4.1 below.
4.1 Information when ownership signifies control
An acquirer has control over the target company if the acquirer directly or indirectly receives the majority of the votes or participations. Furthermore, an acquirer has control over the target firm if the acquirer is a shareholder, and – has the right to appoint or dismiss a majority of the members of the target company’s board of directors, or – via agreements with other owners in the target company has access to more than half of the votes for all shares or participations. Business plan If your ownership signifies control, append a business plan that includes the following:

1. A strategic development plan describing
   a) the purpose and objective of the acquisition and how these will be achieved,

FFFS 2016:28 b) planned changes to the business of the target company, e.g. products, customers and any eventual reallocation of assets, c) the planned integration of the target company with the acquirer’s group, if any, and d) information about the acquirer’s intention and ability to contribute capital to the target company if needed.
2. Forecasts for the target company for the coming three years.
The following information shall be included in the forecasts:
a) balance sheet and profit and loss account, b) important key ratios, and c) solvency calculation.
3. A description of how the acquisition will impact the governance and
organisation of the target company. In particular, specify if the acquisition will affect a) the composition of the board of directors and company management, b) the organisation’s operational structure (append an organisational diagram), and c) outsourcing.
4.2 Information when ownership is qualifying but does not signify
control
If the acquisition means that ownership is qualifying, but does not signify attaining control of the target company, the following information shall be appended

1. whether the acquirer intends in the foreseeable future to increase or decrease its
   holding in the target company, and
2. whether the acquirer intends to actively attempt to exercise influence over the
   undertaking (and specify the circumstances related thereto).
   5 Information
   Submit any additional information to Finansinspektionen below. The undersigned hereby certifies that the information submitted in this application is correct and complete.

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Date:
………………..………………..
Signature
………………..………………..
Name in print

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Checklist – documents that must be appended to an application for ownership assessment for natural persons The following documents shall be appended Appended If not appended, explain If you are not registered in Sweden: a certified copy of an identity document in accordance with section 2.1

A CV as set out in section
2.3.

A description or diagram of the entire ownership chain, before and after the acquisition, as set out in
section 2.5.

Documentation that supports the financing of the acquisition as set out in section 3.4.

A scheme of operations and information as set out in sections 4.1 and 4.2.

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Appendix 1b
Application for ownership assessment – legal person Fill in the information in the form below by checking the relevant box, or providing your response in the space provided. Certain more detailed information may, however, be provided in separate attachments. See the Appendix Checklist on the last page of the form. Acquisition means an acquisition in accordance with Chapter 15, section 1 of the Insurance Business Act (2010:2043) or ownership in the undertaking applying for authorisation, pursuant to Chapter 2, section 1 of the Insurance Business Act, to conduct insurance business. Target company refers to the undertaking applying for authorisation to conduct insurance business pursuant to Chapter 2, section 1 of the Insurance Business Act, or the undertaking that is the object of the acquisition. Acquirer is the natural owner of the undertaking applying for authorisation to conduct insurance business pursuant to Chapter 2, section 1 of the Insurance Business Act or who is applying for authorisation pursuant to Chapter 15, section 1 of the Insurance Business Act to acquire a target company. As a part of the management assessment, Finansinspektionen will collaborate with e.g. Polismyndigheten (Swedish Police), Bolagsverket (Swedish Companies Registration Office), Skatteverket (Swedish Tax Agency), Kronofogdemyndigheten (Swedish Enforcement Authority) and firms offering credit assessments. 1 General
1.1 Basic information

1. Refers to the assessment

• authorisation to conduct insurance business in accordance with
  Chapter 2, section 1 of the Insurance Business Act (2010:2043), or
• authorisation for acquisition in accordance with Chapter 15, section 1
  of the Insurance Business Act

2. State the name of the acquirer (including personal identity number or equivalent)
3. Name of the target company (including corporate identity number)
4. Are there other undertakings under Finansinspektionen’s supervision that are
   affected by the acquisition?
   ☐ Yes ☐ No

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If yes, which undertaking(s) (including corporate identity number)?
1.2 Contact information
Whom should Finansinspektionen contact about this assessment?
First name:
Surname:
Title:
Name of the undertaking:
Address:
Telephone number:
e-mail:

2 Information about the acquirer
2.1 Information about the undertaking
Name of the undertaking:
Corporate identity number or equivalent:
Address:
Telephone number:
The undertaking’s business:
2.2 Registration certificate
Append a registration certificate that is at the most two months old.
2.3 Financial position

1. Provide information about the financial conditions in accordance with one of the
   following three options a) append the most recently adopted annual report, if one exists,

FFFS 2016:28 b) if there is no adopted annual report, append the balance sheet and profit and loss account for the past year, or c) if there is no balance sheet and profit and loss account for the past year, append a pro forma balance sheet and profit and loss account for the next three years.
2. If a credit rating exists, append it.

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2.4 Board of directors and executives

1. State board members, deputy board members, the managing director and the
   deputy managing director.
   Name Personal identity number
   (or date of birth)
   Position or role

2. All persons mentioned above must fill out and sign Appendix 1c.
   2.5 Describe the chain of ownership
   Append a description or chart of the chain of ownership before and after the acquisition. Participations shall be stated as a percentage of the issued participations. If the voting rights differ from the participations, also state the number of votes as a percentage of the total number of votes. Also, list owners that in any other way have a significant influence over the undertaking subject to acquisition, the target company. List the nature of the business and the registered office for each undertaking in the ownership chain. Also, indicate which undertakings are under the supervision of Finansinspektionen or an equivalent foreign authority.
   2.6 Describe the group, if any
   Append a description or overview of any group, according to the definition in
   Chapter 19 of the Insurance Business Act (2010:2043), following the acquisition.
   The number of participations shall be stated as a percentage of the number of issued participations. If the number of voting rights differs from the number of participations, also state the number of votes as a percentage of the total number of voting rights. Also, list owners that in any other way have significant influence over the target company. Also, indicate which undertakings are under the supervision of Finansinspektionen or an equivalent foreign authority. For each undertaking that is part of such a group, state if it is – an insurance holding undertaking, – a financial holding undertaking,

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– a mixed financial holding undertaking,
– under the supervision of Finansinspektionen or an equivalent foreign authority, or – not subject to such financial supervision.
2.7 Common interests
Have you any form of common interest with any person(s) below, which could affect influence in the target company? – other shareholders, – other parties entitled to vote, – other persons or undertaking that although not shareholders have the ability to exercise similar influence over the target company, or – managing directors, deputy managing directors or board members. Common interests that can affect influence refers to e.g. shareholder agreements or other agreements concerning common ownership. ☐ Yes ☐ No If yes, please explain:
2.8 Conflicts of interest
Will any conflict(s) of interest arise out of the acquisition? ☐ Yes ☐ No If yes, describe the conflicts of interest and how they can be managed:

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2.9 Reputation of the acquirer

1. Has the undertaking
   a) in the past five years been (or still is) party to any arbitration proceedings or civil or administrative proceedings concerning tax or business? ☐ Yes ☐ No b) during the past five years been (or still is) the object of a composition or company reconstruction or an equivalent process in another country? ☐ Yes ☐ No c) been sanctioned by either a Swedish or foreign supervisory authority? ☐ Yes ☐ No d) in the past ten years, either in Sweden or in another country, had an application rejected, been excluded from conducting business or in another way had limitations placed on its right to conduct business that requires a licence, registration or the equivalent? ☐ Yes ☐ No e) in the past ten years been the subject of a fit and proper assessment by a foreign competent supervisory authority? ☐ Yes ☐ No If yes, append a copy of the decision of the foreign authority.
2. If you have answered yes to any of the questions under 1, please explain:

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3 Information about the acquisition
3.1 Size of the acquisition
Specify the size of the holding the undertaking intends to acquire in the target company. The number of participations shall be stated as a percentage of the number of issued participations. State the number of participations before and after the acquisition (direct and indirect). If the voting rights differ from the number of participations, also state the number of votes as a percentage of the total number of votes.
3.2 Acquisition date
State the expected date of acquisition.
3.3 Purpose of the acquisition
State the purpose of the acquisition. Do not answer this question if the information can be concluded from 4.1.1a.
3.4 Financing the acquisition

1. Specify how the undertaking intends to finance the acquisition. Describe the
   background of all financing items (whether monetary or other type of asset), their value, to whom they belong and in which jurisdiction they are located. Append documentation that supports this information.

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2. Is there any cooperation with a natural or legal person with regard to financing
the acquisition?
☐ Yes ☐ No
If yes, please explain the circumstances.
4 Business plan and detailed information about the acquisition Provide information about the acquisition according to one of the following options:
– ownership signifies control, cf. Chapter 1, section 4 of the Annual Accounts Act (1995:1554) (4.1). – ownership does not signify control, but totals 20 per cent or more (4.2), or – ownership is qualifying but below 20 per cent (4.3). If Finansinspektionen requires additional information to assess the suitability of the acquirer, the authority can also request information in accordance with section 4.1 or 4.2 below.

4.1 Information when ownership signifies control
An acquirer has control over the target company if the acquirer directly or indirectly obtains the majority of the votes or participations. Furthermore, an acquirer has control over the target firm if the acquirer is a shareholder, and – has the right to appoint or dismiss a majority of the members of the target company’s administrative, management or supervisory body, or – via agreements with other owners in the target company has access to more than half of the votes for all shares or participations. Business plan If the undertaking’s ownership signifies control, append a business plan that includes the following:

1. A strategic development plan describing
   a) the purpose and objective of the acquisition and how these will be achieved,

FFFS 2016:28 b) planned changes to the business of the target company, e.g. products, customers and any eventual reallocation of assets, c) planned integration of the target company with the acquiring undertaking’s group, and d) information about the acquirer’s intention and ability to contribute capital to the target company if needed.
2. A solvency calculation at the time of the acquisition or at the time of the most
recently adopted figures before the acquisition, if the acquisition entails that the target company and the acquirer will become part of a group according to the definition in Chapter 19 of the Insurance Business Act (2010:2043).
3. A specified list of the material risk concentrations and large exposures held by
the acquirer at the time of acquisition if the acquirer is a financial undertaking.
4. Forecasts for the target company for the coming three years. If the acquisition
entails that the target company and the acquirer will become part of a group or in accordance with the definition in Chapter 19 of the Insurance Business Act (2010:2043), forecasts shall also be submitted for the group. The following information shall be included in the forecasts:
a) balance sheet and profit and loss account, b) important key ratios, and c) solvency calculation.
5. A description of how the acquisition will impact the governance and
organisation of the target company. In particular, specify if the acquisition will affect:
a) the composition of the board of directors and company management, b) the organisation’s operational structure (append an organisational diagram), and c) outsourcing.
4.2 Information when ownership does not signify control, but totals 20
per cent or more
If the acquisition does not signify control of the target company, but the holding amounts to 20 per cent or more, the following information about the acquisition shall be appended:

1. information about whether the acquirer intends within the foreseeable future to
   increase or reduce its holding in the target company,
2. whether the acquirer intends to actively attempt to exercise influence over the
   undertaking (and specify the circumstances related thereto),
3. a solvency calculation at the time of the acquisition or at the time of the most
   recently adopted figures before the acquisition, if the acquisition entails that the

FFFS 2016:28 target company and the acquirer will become part of a group according to the definition in Chapter 19 of the Insurance Business Act (2010:2043), and
4. A specified list of the material risk concentrations and large exposures held by
the acquirer at the time of acquisition if the acquirer is a financial undertaking.
4.3 Information when ownership is qualifying but below 20 per cent
If the acquisition entails that the ownership is less than 20 per cent but is still a qualifying holding, the following information about the acquisition shall be appended:

1. whether the acquirer intends in the foreseeable future to increase or decrease its
   holding in the target company, and
2. whether the acquirer intends to actively attempt to exercise influence over the
   undertaking (and specify the circumstances related thereto).
   5 Information
   Submit any additional information to Finansinspektionen below. The undersigned hereby certifies that the information submitted in this application is correct and complete. Date:
   ………………..………………..
   Signature
   ………………..………………..
   Name in print

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Checklist – documents that must be appended to an application for ownership assessment for legal persons The following documents shall be appended Appended If not appended, explain A certificate of registration that is at the most two months old as set out in
section 2.2.

Adopted annual report or equivalent for the most recent financial year as set out in section 2.3.

Credit rating, as set out in
section 2.3.

Appendix 1c for all persons
set out in section 2.4.

A description or chart of the entire ownership chain, before and after the acquisition, as set out in
section 2.5.

A description of the group
(if any) as set out in section
2.6.

Documentation that supports the financing of the acquisition as set out in
section 3.4.

A business plan and information as set out in sections 4.1–4.3.

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Appendix 1c
Application/notification for executives in a company that owns an insurance undertaking Fill in the information in the form below by checking the relevant box, or providing your response in the space provided. Certain more detailed information may, however, be provided in separate attachments. See the Appendix Checklist on the last page of the form. Target company refers to the undertaking applying for authorisation to conduct insurance business pursuant to Chapter 2, section 1 of the Insurance Business Act, or the undertaking that is the object of the acquisition. As a part of the assessment, Finansinspektionen collects information from e.g. The Swedish Police, the Swedish Companies Registration Office, the Swedish Tax Agency, the Swedish Enforcement Authority and firms that provide credit assessments. 1 General
1.1 Basic information

1. Name of the target company (including corporate identity number)
2. State the owner undertaking in which you are to be assessed as a board member,
   managing director or deputy managing director (including corporate identity number)
3. Is the owner undertaking the owner of other undertakings under
   Finansinspektionen’s supervision?
   ☐ Yes ☐ No
   If yes, state which undertaking(s) (including corporate identity number)
   1.2 Contact information
   Whom should Finansinspektionen contact about this assessment?
   First name:
   Surname:
   Title:
   Name of the undertaking:
   Address:
   Telephone number:

FFFS 2016:28 e-mail:

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1.3 Position or role
Which position or role in the owner undertaking will be assessed?

• chairman of the board
• board member
• deputy board member
• managing director
• deputy managing director
  Does the assessment refer to an employee representative?
  ☐ Yes ☐ No
  2 Information
  2.1 Personal information
  If you are registered in Sweden – fill in the following information First name:
  Surname:
  Personal identification number:
  Home address:
  Telephone number:

• If you are not registered in Sweden – fill in the following information and append
  a certified copy of an identity document
  First name:
  Surname:
  Personal identity number or equivalent:
  Date of birth:
  Place of birth:
  Home address:
  Telephone number:
  Nationality:
  Passport number:
  Previous nationalities
  (if any):
  Previous name (if

FFFS 2016:28 any):

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2.2 CV
Append a CV that contains relevant information about your education, professional experience and other assignments. In terms of education, state the type of education (e.g. university, course provider), field of education (e.g. financial analysis), period of time, scope and educational institution. In terms of professional experience, specify the firm, its business, your position, work duties and period of time.
2.3 Reputation of the executive

1. Have you
   a) in the past ten years been convicted by a Swedish or foreign court, or formally been charged as a suspect in an ongoing investigation, for a financial crime in respect of which imprisonment is included in the range of penalties? ☐ Yes ☐ No b) in the past ten years been sentenced to imprisonment by a Swedish or foreign court for a crime other than that specified in 1 a? ☐ Yes ☐ No c) in the past five years been a board member or managing director or deputy managing director of a commercial undertaking in which the board of directors was not discharged from liability? ☐ Yes ☐ No d) in the past five years been dismissed from employment at a financial undertaking or as a senior executive or from an assignment as a board member or auditor in another commercial undertaking? ☐ Yes ☐ No

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2. To the best of your knowledge, have you or any firm in which you are or have
been part of senior management or a board member or have or have had control:
a) in the past five years been (or still are) party to arbitration proceedings or civil or management proceedings concerning tax or business? ☐ Yes ☐ No b) in the past five years been (or still are) subject to a debt restructuring, composition or company reconstruction or entered into bankruptcy or an equivalent process in another country? ☐ Yes ☐ No c) been sanctioned by either Swedish or foreign supervisory authorities? ☐ Yes ☐ No d) in the past ten years, either in Sweden or in another country, had an application rejected, been excluded from conducting business or in another way had limitations placed on your right to conduct business or a profession that requires a licence, registration or the equivalent? ☐ Yes ☐ No e) in the past ten years been the subject of a fit and proper assessment by a foreign competent supervisory authority? ☐ Yes ☐ No If yes, append a copy of the decision of the foreign authority.
3. If you have answered yes to any of the questions under 1 and 2, please explain.

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3 Information
Submit any additional information to Finansinspektionen below. The undersigned hereby certifies that the information submitted in this application is correct and complete. Date:
………………..………………..
Signature
………………..………………..
Name in print

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Checklist – documents that must be appended The following documents shall be appended Appended If not appended, explain If you are not registered in Sweden: a certified copy of an identity document in accordance with section 2.1

A CV as set out in section
2.2.

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Appendix 2a
Application/notification – suitability assessment of executives and heads of central functions Fill in the information in the form below by checking the relevant box, or providing your response in the space provided. Certain more detailed information may, however, be provided in separate attachments. See the Appendix Checklist on the last page of the form. As a part of the suitability assessment, Finansinspektionen will collaborate with e.g. Polismyndigheten (Swedish Police), Bolagsverket (Swedish Companies Registration Office), Skatteverket (Swedish Tax Agency), Kronofogdemyndigheten (Swedish Enforcement Authority) and firms offering credit assessments. 1 General
1.1 Basic information
State the undertaking to be assessed (including corporate identity number)
1.2 Contact information
Whom should Finansinspektionen contact about this assessment?
First name:
Surname:
Title:
Company:
Address:
Telephone number:
e-mail:

1.3 Position or role
Which position or role in the undertaking will be assessed?

• chairman of the board
• board member
• deputy board member
• managing director
• deputy managing director
• head of the risk management function
• head of the compliance function

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• head of the internal audit function
• head of the actuarial function*

• The person responsible for the actuarial function shall also fulfil the specific
  terms and conditions for authorisation as set out in Chapter 9, sections 9–15. Does the assessment refer to an employee representative? ☐ Yes ☐ No State whether you have already been subject to a fit and proper assessment by Finansinspektionen for another position/role in the present undertaking in question. ☐ Yes ☐ No If yes, state the position/role. 2 Information about the person subject to fit and proper assessment
  2.1 Personal information
  If you are registered in Sweden – fill in the following information First name:
  Surname:
  Personal identification number:
  Home address:
  Telephone number:

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• If you are not registered in Sweden – fill in the following information and append
  a certified copy of an identity document
  First name:
  Surname:
  Personal identity number or equivalent:
  Date of birth:
  Place of birth:
  Home address:
  Telephone number:
  Nationality:
  Passport number:
  Previous nationalities
  (if any):
  Previous name (if any):
  2.2 Managerial employment and assignments, and head of central
  functions:
  State whether you are an employee or have a standing office, e.g. if you are an appointed managing director, board member or head of a central function. Also, indicate if you hold several roles within the same undertaking:
  Name of undertaking
  (including corporate identity no.)
  Type of business Registered office
  Position

2.3 CV
Append a CV that contains relevant information about your education, professional experience and other assignments. In terms of education, state the type of education (e.g. university, course provider), field of education (e.g. financial analysis), period of time, scope and educational institution. In terms of professional experience, specify the firm, its business, your position, work duties and period of time.

FFFS 2016:28
2.4. Qualifying ownership

1. Specify if you either directly or indirectly have a qualifying holding in the
   undertaking that is subject to suitability assessment or in any other way have a significant influence:
2. Specify any other undertakings in which you hold a direct or indirect qualifying
   holding or in any other way have significant influence:
   Name of undertaking
   (including corporate identity no.)
   Type of business Registered office
   Holding
   (per cent)

2.5 Close relations with participations

1. Do you have any close relations who own participations in the target company,
   or in another undertaking that in turn owns participations in the target company? Close relation refers to a spouse, registered partner, cohabitee, child, parent or other relation with whom you share living accommodation. ☐ Yes ☐ No
2. Are there other financial relationships between the above?
   ☐ Yes ☐ No
3. If you have answered yes to any of the questions under 1 and 2, please explain.

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2.6 Conflicts of interest
In terms of the position to which the assessment refers and your other engagements, do(es) any other conflict(s) of interest arise? ☐ Yes ☐ No If yes, describe the conflicts of interest and how they can be managed:
2.7 Reputation

1. Have you
   a) in the past ten years been convicted by a Swedish or foreign court, or formally been charged as a suspect in an ongoing investigation, for a financial crime in respect of which imprisonment is included in the range of penalties? ☐ Yes ☐ No b) in the past ten years been sentenced to imprisonment by a Swedish or foreign court for a crime other than that specified in 1 a? ☐ Yes ☐ No c) in the past five years been a board member or managing director or deputy managing director of a commercial undertaking in which the board of directors was not discharged from liability? ☐ Yes ☐ No d) in the past five years been dismissed from employment at a financial undertaking or as a senior executive or from an assignment as a board member or auditor in another commercial undertaking? ☐ Yes ☐ No

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2. Are you a party in current criminal proceedings?

☐ Yes ☐ No
3. To the best of your knowledge, have you or any undertaking in which you are or
have been part of senior management, held other key functions, or been a board member, or have or have had control over:
a) in the past five years been (or still are) party to arbitration proceedings or civil or management proceedings concerning tax or business? ☐ Yes ☐ No b) in the past five years been (or still are) subject to a debt restructuring, composition or company reconstruction or entered into bankruptcy or an equivalent process in another country? ☐ Yes ☐ No c) been sanctioned by either Swedish or foreign supervisory authorities? ☐ Yes ☐ No d) in the past ten years, either in Sweden or in another country, had an application rejected, been excluded from conducting business or in another way had limitations placed on your right to conduct business or a profession that requires a licence, registration or the equivalent? ☐ Yes ☐ No e) in the past ten years been the subject of a fit and proper assessment by a foreign competent supervisory authority? ☐ Yes ☐ No If yes, append a copy of the decision of the foreign authority.

FFFS 2016:28 f) been sanctioned by either Swedish or foreign supervisory authorities? ☐ Yes ☐ No
4. If you have answered yes to any of the questions under 1–3 above, please
explain:
3 Information
Submit any additional information to Finansinspektionen below. The undersigned hereby certifies that the information submitted in this application is correct and complete. Person to whom the application/notification refers Date:
………………..………………..
Signature
………………..………………..
Name in print

FFFS 2016:28
Authorised signatory for the insurance undertaking The undersigned hereby certifies that the undertaking has judged that the person to whom the application/notification refers meets the requirements imposed pursuant to the Insurance Business Act (2010:2043), Commission Delegated Regulation (EU) 2015/35 and ITS/RTSs and that the undertaking has complied with its internal suitability assessment rules. Date:
………………..………………..
Signature (authorised signatory)
………………..………………..
Name in print

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Checklist – documents to be appended to the suitability assessment of executives and heads of central functions The following documents shall be appended Appended If not appended, explain If you are not registered in Sweden: a certified copy of an identity document in accordance with section 2.1

CV, as set out in
section 2.4