"To the MemberThe  Directors have immense pleasure in presenting the Hundred and Fifth Annual Report of the Company together with the audited statement of accounts and balance sheet for the financial year ended 31st March, 2024."

1. The snapshot of your Company's financial performance is as below:

CLASS-WISE PERFORMANCE SUMMARY:

? in Crores

Figures for 2022-23 has been rearranged due to classification of GIFT City Operations as Indian Operations.

*Figures for 2022-23 has been rearranged due to classification of GIFT City Operations as Indian Operations.

General Insurance Industry vis-a-vis Indian Economy

The GDP of India grew by 8.2 per cent in the financial year ended March 2024, sharply higher than 7 per cent expansion recorded in the previous year. With the robust numbers, India has further consolidated its position as the fastest growing major economy

The General Insurance sector also showcased substantial growth, enhancing insurance penetration and expanding gross premium volumes significantly.

Economic Overview

The Indian economy's robust performance was bolstered by several key factors:

Infrastructural Investments: Major projects in transport, urban development, and energy have significantly contributed to economic efficiency and job creation.

Domestic Consumption: Increases in disposable income and consumer confidence have fueled sectors like retail and automotive, contributing significantly to GDP

Policy Reforms: Initiatives like the PLI scheme and 'Make in India' have spurred domestic and foreign investments, supporting the manufacturing sector.

Digital Transformation: Widespread digital adoption across various sectors has enhanced productivity and supported economic growth.

Insurance Industry Overview

The general insurance sector has demonstrated resilience and growth, mirroring the broader economic trends:

Insurance Penetration led to approximately 1.10% from 1.00% the previous year, reflecting increased awareness and regulatory support. While this growth is gradual, we expect an uptick in the years to come.

Gross Premium reached INR 2.89 lakh Crores, up by 12.78% year-on-year, with significant contributions from health, motor, and property insurance sectors.

The recent Insurance Regulatory reforms in India mark a pivotal shift towards a more inclusive and transparent insurance ecosystem. By removing entry age limits and extending the free-look period, these reforms empower customers with greater flexibility and choice. However, they also present challenges for insurers, necessitating significant adjustments in product design, governance, and compliance practices. The introduction of customized products and stricter corporate governance regulations requires insurers to innovate and enhance their operational efficiency. These changes open up substantial opportunities, particularly in expanding digital platforms and reaching underserved markets. Insurers that can adapt swiftly and leverage these reforms are well-positioned to improve customer engagement, policyholder retention, and market share. Ultimately, these reforms align India's insurance industry with global best practices, fostering a more resilient and customer-focused sector.

Sectoral Insights

Health Insurance

The health segment, growing by 20.25%, was driven by increased health awareness and innovative product offerings. Government initiatives like Ayushman Bharat also expanded coverage, enhancing penetration among lower-income groups.

Motor Insurance

This sector saw a growth of 12.92%, buoyed by a rebound in vehicle sales. With the growing adoption of electric vehicles, insurers, including our Company, are developing specialized motor insurance products tailored for EVs. This includes coverage for battery and charging equipment, catering to the unique needs of this emerging market.

Property Insurance

Robust real estate activity and heightened disaster awareness spurred growth in property insurance, with comprehensive coverage against various perils becoming more common. Recurrent CAT losses and increased awareness is leading to growth in property segment. The segment has grown by 7.22% Year on Year.

Regulatory Compliance and Social Responsibility

Insurers have adhered to IRDAI's mandates concerning rural and social sector obligations by:

Expanding Rural Reach: Through micro-insurance products and partnerships with financial institutions.

Enhancing Social Sector Coverage: By scaling up initiatives like group health schemes and crop insurance for marginalized demographics.

The initiative “Insurance for All by 2047” is a visionary commitment, which aims to achieve the above by aiming to ensure that every individual in India is financially protected by the nation's centennial year of independence. This ambitious goal underscores our dedication to making insurance accessible and affordable for all segments of society, particularly the underserved and marginalized. As leaders in the industry, we must drive innovation in product offerings, enhance digital outreach, and foster collaborations with government bodies to create a robust and inclusive insurance ecosystem. By doing so, we not only fulfill our social responsibility but also contribute to the nation's economic resilience and social equity.

“Bima Vistaar” and “Bima Sugam” are two transformative initiatives aimed at revolutionizing India's insurance landscape by broadening the reach and accessibility of insurance services. “Bima Vistaar,” which translates to “Insurance Expansion,” focuses on extending insurance coverage to the most remote and underserved areas of the country. This initiative is designed to address the coverage gap by offering tailored insurance products that cater to the unique needs of rural populations, small businesses, and the informal sector. By leveraging technology, microinsurance solutions, and partnerships with local stakeholders, “Bima Vistaar” aspires to bring financial protection to millions who have historically been excluded from the formal insurance sector.

“Bima Sugam,” on the other hand, is an integrated digital platform aimed at simplifying the insurance buying process for consumers. The platform serves as a one-stop solution where

individuals can compare, purchase, and manage various insurance policies with ease. By enhancing transparency, reducing the complexity of insurance products, and providing a seamless customer experience, “Bima Sugam” empowers consumers to make informed decisions.

Together, “Bima Vistaar” and “Bima Sugam” represent a holistic approach to ensuring that insurance becomes an integral part of every Indian's financial planning.

Future Outlook

The outlook for India's general insurance industry remains positive with anticipated growth driven by:

Digital Transformation: Further streamlining of policy issuance and claims processes.

Regulatory Reforms: Expected to attract more investment and innovation.

Economic Growth: Set to boost demand for insurance products as income levels rise.

Product Diversification: Expansion into new niches like cyber

insurance and climate risk coverage.

Sustainability Initiatives: Increasing focus on integrating environmental considerations into business practices.

Conclusion

The FY 2023-24 has been a landmark year for the General Insurance industry in India, with significant advancements in terms of growth, innovation, and regulatory compliance. The industry is well-positioned to continue its upward trajectory, contributing effectively to the broader goals of economic development and financial inclusion. As it adapts to new technologies and market dynamics, the sector is expected to play a pivotal role in supporting the stability and expansion of the Indian economy.

OVERVIEW OF COMPANY’S OPERATIONS:

Gross Written Premium has increased from Rs. 38791 crores in 2022-23 to Rs. 41996 crores in 2023-24 recording a growth of 8.26% in 2023-24. The Company continues to be the market leader in India.

A. INDIAN OPERATIONAL RESULTS

* Change in other income is due to one-time Wage Revision Arrears due to employees w.e.f August 2017

** Figures for 2022-23 has been rearranged due to classification of GIFT City Operations as Indian Operations.

B. FOREIGN OPERATIONAL RESULTS:

Note: Percentage shown in Sr No 1, 2 & 4 indicates the growth over previous year, percentage shown in Sr. No. 5 is percentage to 'Net Earned Premium' and percentage shown in Sr. No. 6 to 8 is percentage to 'Net premium'

The Company commenced its foreign operations shortly after its formation in 1919. The London branch was opened in 1920. Subsequently, the Company saw a steady increase in presence abroad with Philippines, Mauritius and Japan. Today New India has presence in 24 countries including presence in 2 countries with Associates.

The company operates in the following countries:

Branches & Agency offices:

•    United Kingdom

•    Japan

•    Hong Kong (run-off w.e.f. 01.04.2022)

•    Philippines (run-off w.e.f. 01.01.2023)

•    Thailand

•    Australia

•    New Zealand

•    Mauritius

•    Fiji

•    UAE

•    Bahrain

•    Kuwait

•    Oman

•    Aruba

•    Curacao

Apart from these countries, the Company has subsidiaries in Nigeria (Prestige Assurance Plc.), Trinidad and Tobago (New India Assurance T&T) and Sierra Leone. The New India T&T also operates in countries such as St. Lucia, Dominica, St. Maarten and Guyana. The Company also has its presence in Singapore (India International Pte. Singapore) and Kenya (Ken India Assurance Co. Ltd., Nairobi.

The Hong Kong Office and Philippines Office has been put in run off w.e.f. 1st April 2022 and 1st January 2023 respectively after review in view of increased regulatory requirements and business portfolio.

The Company's foreign operations saw a gross written premium turnover in rupee equivalent of ? 3868.55 Crores and a Net Premium of ? 3093.45 Crores in 2023-24. The foreign operations recorded an underwriting loss of ? 403.38 Crores and Loss after Tax was ? 88.91 Crores.

•    ORGANISATION STRUCTURE

•    Domestic

Our Company has been consistently restructuring its various Offices after reviewing their performance and financial viability for continuation of business at their location.

As on 31st March 2024, the Company has a network of 30 Regional Offices, 1 Regional Government Business Office, 3 Auto Hubs, 13 Corporate Brokers Offices, 21 Key Business Offices, 207 Large Business Offices, 722 Medium Business Offices, 686 Small Business Offices, 70 Auto Tie-up Operating Offices, 1 IFSC GIFT City Office, making it a total of 1755 Offices inclusive of Head Office.

•    Foreign

The Company operates in 24 countries.

OVERVIEW OF COMPANY’S OPERATIONS

? FIRE AND ENGINEERING

The Company performed well in the Property Insurance segment despite the strong competition prevailing in the market. The Company continued to maintain its leadership position in this segment of the General Insurance Market. The results of the Fire & Engineering segment are summarized below:

Despite a modest growth rate of 3.69%, the company maintained a significant presence with a 17.12% market share in the Fire segment.

The company implemented strict measures and enhanced ratings for high claim policy renewals, aiming to improve underwriting quality.

Policy underwriting was decentralized to regional offices, which enhanced customer service and operational efficiency.

Tight claims control strategies, including optimal resource utilization and quicker claims settlement, contributed to reduced claim costs and increased profitability.

?    HEALTH INSURANCE

The Health LOB remains a dominant portfolio with the

completion of a Premium of Rs. 18,320 Crores in the Financial year 2023-24 which includes Retail, Group Health and

Government Business.

Some of the initiatives taken are:

•    Retail Health

1.    Our retail initiatives include: Repricing of our Flagship products: New India Mediclaim and New India Floater policy:

2.    Repricing and modifying the scope of cover to align to the current market need and dynamics in our unique product for the Girl child : Asha Kiran

3.    Launching of New Retail Benefit product for Critical Illness : New India Criti protect policy with Reinsurance support: It has been launched for a long term period upto 3 years launching of a New Rider to provide cover upto the sum insured of a relevant retail health policy: New India Modern treatment Rider

4.    We have undertaken an exercise of conversion of our existing products to long term for a period of upto 3 years, the products are currently undergoing development

5.    Our New India Cancer Guard policy which has panoramic cover for cancer was also revised for a long term version with inclusion of cover to the immediate families of the

cancer survivors with a small loading which was hitherto not being offered.

6.    Training and mentoring of our stakeholders like agents and members of Brokers fraternity and our Call centre is an ongoing endeavor. We initiate, undertake and support these ventures continuously throughout the year.

7.    We have launched the 8-point retail Health programme and have motivated the marketing force to enthusiastically participate in the same thru virtual mentoring programmes

8.    We are in the process of establishing our presence and Integration with ONDC platform so as to enhance the Retail Health visibility

9.    The process of empanelment of Hospitals and strengthening the PPN network has gained momentum in view of the move towards 100 percent cashless.

•    Group Health

The noteworthy initiatives undertaken by us in the FY 2023-2024, which helped curtailing the overall ICR of the portfolios are as under :

1.    Renewal retention at the right premium

2.    Weed out the continuously loss-making stand-alone Group health policies and discourage New stand-alone Group Health policies.

3.    Retain portfolio-based Corporates.

4.    SOP for underwriting GMCs at RO/CBO level

Our thrust to improve the portfolio financials led to bringing about an overall correction in the Health Market which has stabilized over this FY and portfolio financials improved due to increase in the non-eb premium due to our efforts to centralize all the portfolio of Insured with us, as we were already servicing their GMC portfolio. In the current year also, we shall strive to work in the same direction but with a goal to curtail our ICR.

•    Health Claims

1.    With the launch    of “Cashless    Everywhere”,    an    initiative

by GI Council and IRDAI, our Cashless Facility to our Policyholders has improved to 62% which is an Industry average.

2.    During the FY 2023-24, we had increased the percentage of audit of claims to 20%

•    Other Online Initiatives

1.    Open Network    for Digital    Commerce    (ONDC),    an

initiative of the Department of Promotion of Industry and Internal Trade (DPIIT), Ministry of Commerce, Government of India, to create a facilitative model to revolutionize digital commerce, giving greater thrust to penetration of retail e-commerce in India. We are in the process of integration, post which it will provide us wider market access to sell our products across a wide gamut of platforms.

2.    Ayushman Bharat Health Account (ABHA), an initiative of the National Health Authority (NHA) under Ayushman

Bharat Digital Mission (ABDM). It provides numerous benefits, including streamlined access to digital health records, efficient tracking of medical history, and enabling healthcare professionals to make informed decisions. Going forward, it will also act as Health KYC. We are closely working with NHA on the same.

3. National Health Claim Exchange (NHCX): a digital health claims platform under Ayushman Bharat Digital Mission (ABDM). It will help us in faster claim processing and standardization of claims processing across healthcare and insurance industry.

?    MOTOR

?    OWN DAMAGE

The Company's overall Motor Premium showed a growth by 6.05% and achieved a total premium of Rs. 9,518 cr. for the year 2023-24 as compared to Rs. 8,975 cr. of the previous year with market share for Motor at 10.4%. The Incurred Claims Ratio for the year stands at 94.06% on Earned Premium.

During the year, the Company has filed various new Add On Covers i.e. (1) Battery Protect for Private Cars (2) Battery Protect for Passenger Carrying Vehicles (seating capacity up to 1+9) and (3) Consumable Items for Commercial Vehicles. The Department has improvised Nil Depreciation and Return to Invoice Add On Cover for both Two Wheelers and Private Cars. In the year 202324, the Department has also launched new Add On cover i.e. Hybrid Protect for pure Hybrid vehicles registered as private cars. Also the Department has introduced Return to Invoice, Engine Protect, Key Protect and Tyre & Alloy Add On covers for passenger carrying vehicles (seating capacity 1+9), in the market. Further, company is in process of filing new products in the coming year as well, to suit the market requirements.

Claim Settlement in Motor Own Damage segment stands at 92.65% in comparison with 92.88% of the previous Financial Year. As at the end of the year 2023-24, Company has 1759 non tie-up reputed motor workshop/ garages in our panel spread across the country for providing cashless service to all our customers.

Company has been focusing on Information Technology with an objective of facilitating efficient service to our customers. Few significant initiatives commenced in the previous year have got stabilized and further strengthened during the year 2023-24. Motor Department has introduced Digital Survey Report to assist our offices for faster settlement of claims on Pan India basis by autopopulating claim assessment data to Claims Module in CWISS from Surveyor portal as a result of which, the TAT of our claim handling offices has been reduced considerably. The Department has also empanelled Digital Service Providers (DSPs) for assessment of Motor Own Damage claims through App based technology using Artificial Intelligence (AI) for the estimated loss up to Rs. 50,000/-. We are utilizing the services of these DSPs Pan India for Tie up claims and also planning to introduce the same for Non Tie up claims.

Motor Technical Department has also introduced a new actuarial pricing model on pilot basis for Private Cars and Commercial Goods Carrying Vehicles.

Department has also conducted training for Auto Tie Up Hub Operating Offices Pan India to help them to handle Motor Own Damage claims with confidence and efficiency.

?    AUTO TIE-UP

New India has been able to tie up with Motor Dealers across India through partnership with major brands in the Indian market. We entered into Tie-up with other major player of the market i.e. Nissan- Renault-Datsun. Auto Tie-up Department is in the process of entering tie-ups with other players too. As Government is promoting electric vehicles, Dept has approached various OEMs, manufacturing Electric vehicles for tie-ups. With new tie-ups in the pipeline NIA's penetration in this important channel will become deeper / stronger.

We are sourcing business at dealer points through centralized tie ups as well as direct tie-ups. The premium achieved by Auto Tie-up Department in FY 2023-24 is Rs. 3,311 Cr. against Rs.3,030 Cr. in FY 2022-23 with growth at 10.8%

The growth in Auto Tie-up has played a major role in the growth of Motor LOB. Auto Tie-up, as a provider of seamless services to the customer, such as instant policy, cashless claims and best in market products has enhanced our Company' commitment to its customer centric approach.

?    MOTOR THIRD PARTY CLAIMS AND MOTOR THIRD PARTY CLAIMS HUB

Motor T.P. Department has constantly remained committed, resolute in expeditious settlement of claims as well as being one of the very few Departments where Social Responsibility and Public Accountability are its cornerstones. In the present context and scenario, the Department has changed gears and focused more towards expeditious settlement by way of Conciliatory Mechanism(s), rather than solely relying on Court- driven judicial mechanism(s), as was the trend in the past.

After the introductions of the Board Approved Compromise Manual by the Department as well as the implementation of Modified Claims Tribunal Agreed Procedure (DAR) by some of the States, our settlement through Lok Adalat have risen substantially. Further, expeditious settlement through Conciliatory Mechanisms also finds mention in the Acts of Parliament including the amended Motor Vehicles Act as well as the Central Motor Vehicle Rules, 1989 which will provide a fillip towards more settlement going ahead.

Technological Advancement and initiatives are being harnessed by the Insurance Industry, as we are aware. The Department understands that digitalization and work automation will soon be the sine qua non in the future. In view of the same, the Department has further improvised and made great strides in improving upon the

technological initiatives launched in the previous Fiscal.

The Department was the pioneer in introducing the paperless work-flow based structure that enabled tracking the movement and the stage in which a legal claim file is at. Further improvements have been made on the workflow mechanism in order to make it more seamless.

Advocate Portal, Advocate App, Investigator Portal as well as Judgment Store are other features which are presently helping the other stakeholders associated with Motor TP claims.

Due to the above advancement, the physical movement of Legal Claim Files have been dispensed with in most of the cases, where documents are now uploaded online in our database. This has facilitated quick decision making as well as the flexibility to access the claim files from any location, without overt reliance on physical files.

With regard to our performance in the current Fiscal, our Throughput Ratio has once again maintained its mark of exceeding 104%. Our total outstanding cases have reduced to 1,61,862 as compared to 1,64,964 in the previous Fiscal. Further, the claims outstanding > 10 years have also come down to 14,892 as compared to 15,420 in the previous Fiscal. The ICR on net earned premium has been 96.38%

Instead of TP Hubs, dedicated Suit Hubs have now been formed that act as the specialized offices in handling legal claims including Motor TP cases. As of now, we have 28 Parent Suit Hubs and 134 Child Suit Hubs who are catering to Legal TP claims. We also have 2 specialized Legal Hubs in Mumbai and Delhi. Delhi Legal Hub works as the face of the Company in Supreme Court and NCDRC Matters.

? TECHNO MARKETING

Company has established Techno Marketing as a specialized department to cater to the needs of large corporate clients. This includes high-value operational business units and specialized erection and construction projects. The department issues various policies, including Stand Alone Terrorism coverage, ensuring comprehensive protection.

In the fiercely competitive Indian insurance market, corporate clients constantly seek customized insurance solutions tailored to their evolving business models. Techno Marketing meets this demand by leveraging its expertise to devise need-based insurance solutions.

With strong support from national and international reinsurers, the company offers unique insurance covers designed specifically for corporate clients. To enhance customer delight, seminars are organized directly at corporate client place. These sessions educate employees and executives about large risk and project policies, as well as claims processes. This approach is integral to the company's strategy of underwriting risks for profitability, emphasizing robust risk management practices and methods to minimize losses. Complex risks undergo thorough inspections by globally renowned risk engineers.

Moreover, the company conducts online training sessions on underwriting and claims management to facilitate effective coordination with technical teams across its offices. Through its proactive approach and technical expertise, the company is well-prepared to maintain its leadership in the market and effectively address future challenges.

? MARINE CARGO & MARINE HULL

We continue to maintain our leadership in the Marine Line of Business in the Indian market. In Marine portfolio we have shown growth of with ICR of in Marine Hull and with ICR of in Marine Cargo segment. Marine Cargo LOB has witnessed negative accretion across industry owing largely to cross subsidy for profitable property business. However, despite steep rate reduction we have still ensured profitable underwriting. We have registered overall marine cargo and hull premium of Rs 983.98 crores with market share of 19.37%.

The New India Assurance Co Ltd insures major shipping lines of India, majority of Inland and Coastal vessels, sailing vessels and fishing vessels navigating in and around Indian waters. In the oil and energy segment, we have consistently been the market leaders since inception.

We are also the only insurance company in India which offers P&I cover to the Indian coastal vessels. We also provide Delay in Start-up (DSU) cover for major construction projects initiated in the country to cover loss of profits resulting from marine transit perils.

Popularity of our products and services in the maritime domain helped our company being awarded 'Insurer of the year' by the coveted International Samudra Manthan Awards-2023.

Changing geopolitical scenario, especially after the recent Russia-Ukraine war, Israel-Hamas-Iran war and resultant spree of vide ranging sanctions imposed on individuals and entities has brought huge challenges before marine insurers. Market capacity is limited due to exclusion of specified territories. We took initiative in formation of Marine Cargo Excluded Territory Pool (MCET) for cargo and are represented in its underwriting and claims committees. Despite various challenges, we continue to provide unhindered support to Indian enterprises. We have purchased a comprehensive sanctions compliance check facility Compliance Assist for prudent underwriting as well as protecting our financials.

As the leader in Marine Insurance, the Company is committed to deliver best-in-class service to its clients. We have substantially upgraded our IT infrastructure for Marine Cargo - Our portal for issuance of certificates is working smoothly, In Claim automation -> Online intimation of claims->Auto Registration->Online Upload of documents & survey reports->Paperless settlement of claims (1st in PSU). We are continuously engaged with the IT Department to continuously upgrade to suit changing needs of the market. We have done our portal integration with WTW broker's portal.

In line with KPI restructuring Simple Insurance Products are introduced for our customers to facilitate micro level management and to reduce TAT for claims. As the dynamics of shipping industry is changing, we are committed to bring out of the box solutions for our clients.

?    AVIATION

With a domestic aviation insurance market share of 39%, New India continues to be preferred Insurer of most major airline operators and General Aviation business. New India has been the leader in almost all the major Domestic Airlines. With the advent of Government sponsored Regional Connectivity scheme, New India has also been extending insurance support to smaller airlines/ new entrants under UDAN scheme. New India has also underwritten major aerospace and Maintenance Repair and Overhaul (MRO) risks. New India's aviation business has witnessed a growth of 33% vis a vis domestic aviation market has grown by 18%. New India continues to be a preferred re-insurer in international market extending its support to around 80 Aviation Reinsurance Programme across the Globe. New India has also launched its drone insurance product and a growth potential is expected in this vertical also.

?    MISCELLANEOUS AND LIABILITY INSURANCE

The Company maintains its prominent position in the industry as pioneers in crafting Event Insurance, encompassing Sporting Events alongside other critical lines of business such as Liability Insurance and Film insurance. This enduring success is underpinned by amplified premium rates and robust reinsurance support from the international market also. Our commitment extends to serving the insurance needs of telecommunication service providers, the film industry, and small to medium-sized entrepreneurs.

Continuing our leadership streak, we proudly retained our position in the Nuclear Pool throughout 2023-2024, with intentions set on perpetuating this achievement in the forthcoming years. We are steadfast in our mission to bolster the banking sector by furnishing tailored insurance solutions, including offerings for bankers and Cyber Liability Insurance. Given the paramount importance of cyber liability in today's tech-driven landscape, we remain dedicated to fortifying this sector that underpins our economy's resilience.

Strategic initiatives are underway to explore international markets, enabling us to introduce innovative products to the Indian market, aligning with evolving demands and ensuring sustainable, profitable growth. Recognized as the preferred insurer by our esteemed clients, we consistently strive to enhance both underwriting standards and claims management processes.

Empowering our Regional Offices with decentralized policy underwriting authority has significantly enhanced turnaround times, client servicing, and operational efficiency. Noteworthy additions to our product portfolio in the past year include Antodaya Shramik Suraksha Bima

and My Identity Theft Insurance. Additionally, we have exciting prospects on the horizon, including the launch of New India Homesafety Insurance, New India Griha Suvidha 2.0, and several other offerings tailored for SMEs and the Corporate segment.

Conducting regular workshops on underwriting and claims management underscores our commitment to ensuring that our technical teams across various offices remain abreast of industry developments. With an unwavering focus on continual improvement, we are resolute in elevating our performance year on year.

?    REINSURANCE

“The Company's Reinsurance protection continues to be optimal and consistent with its risk profile and financial position. The company was able to renew all proportional and non-proportional treaties for domestic business and foreign operations, at favourable terms, as per schedule. The IFSC office of the Company in GIFT city, doing Inward business, continues to show optimal growth with profitability. This year, the market has witnessed a number of CAT events namely Cyclone Biparjoy, Floods in North India, Floods in North eastern part of the country, Cyclone Michaung and Floods in South India. Out of these events, losses from one event are marginally exceeding the deductible of domestic excess of loss treaty. No Risk losses, impacting the treaty, were reported in the current financial year. On the global front there was a risk loss in Bahrain.”

?    BROKER

The Insurance Industry is one of the fastest-growing sectors in India and across the globe. With Insurance products like Life, Health, Motor and more, the Industry figures speak volumes of the immense opportunities in the market. Brokers are the preferred channel of business in India in commercial line of business which includes marine, aviation, engineering risk and liability insurance.

Broker Channel is a Business model which offers immense opportunities for sourcing various lines of Business in the field of non-life sector. It is a significant distribution channel, contributing a sizeable percentage of total premium income of the Company.

In this FY 2023-24, our Broker vertical completed Rs 15,518.33 Crores Premium and an accretion of 10.25%. ICR on earned premium is 89.24 % for the FY 2023-24. We have been successful in aligning with more than 96% of the Brokers operating in Indian Market.

We have also mobilized a premium of Rs. 40.92 Crores through IMF with 0.94% growth.

Insurance Broker Association of India has awarded our Company, “The New India Assurance Co. Ltd.” as MOST BROKER FRIENDLY INSURER.

?    BANCASSURANCE

Banks, due to their geographical spread and penetration in terms of customer reach in all segments, have emerged as an important channel of distribution of Insurance products.

New India Assurance has tie-up with 4 PSUs i.e. Canara Bank, Punjab and Sind Bank, Central Bank of India, India Post Payment Bank and 3 private banks - IDBI, South Indian Bank, Axis Bank, besides 31 Scheduled Cooperative Banks and 2 RRBs during FY 2023-2024. In FY 2023-2024 Bancassurance contributed Rs. 234.55 cr Premium income and ICR was 77.62%.

Various campaigns were launched during the course of the year, to increase the awareness & reach. Bancassurance Department has also introduced attractive incentive scheme from April 2023. New India Assurance has increased its focus on developing Technology platform in order to improve efficiency, TAT, ease of doing business & providing service to customers.

Bancassurance Channel looks forward to achieving many milestones with current Bancassurance partners. New India is constantly taking effort to tie-up with other Public sector Banks, Private Banks & Scheduled Cooperative Banks.

? AGENCY

Agency Department has been a key channel for procuring business for our Company contributing substantial share of premium income with a favorable claim ratio. In the FY 2023-24, Total Premium procured Rs. 10,271.18 Crs with 6.05% Accretion contributing to 27.73% of Company's domestic premium (By Individual Agents Rs. 10,189.26 Crore and by Corporate Agents (Other than Banks) Rs. 81.92 Crore) We have enrolled 4,633 Agents and as on 31st March 2024, the total number of agents are 1,15,925

Agency Department has implemented various reward schemes during the year to motivate agents. Extended GPA Cover to All Club Members agents.

Agency Department has arranged Training for CMD & General Manager Club Member Agents for enhancing their skills. APEP Department had released two Agent Magazines, consisting of Agents articles, technical articles, names of CMD Club Members and GM Club Members.

Necessary communications sent to Agents as and when required. Various other measures like texting messages to agents on Birthdays, festivals were initiated. Every Operating Office has been arranging Agents Meeting on 1st and 3rd Friday of each month and imparting product knowledge, soft Skill training and exchanging views on marketing strategies.

In the Year 2023-24 total 7,322 Agents have become eligible for Agent Club Membership based on the performance year 2022-23. All India convention and Regional level conventions were held to felicitate the said esteemed agents at various centers PAN India

Agency Department has been promoting Agents Portal to enable agents to issue policies quickly on 24x7 basis. Agent App with new features in smart phones enables agents to quickly renew policies and better manage their renewals and claims. The Company has made constant efforts by training for encouraging and motivating agents

for usage of agent portal and App. Initiated short AVs in regional languages for popular products to help agents.

Also EDM / FLASH / AT A GLANCE of newly launched products uploaded on Agent portal, so that Agents can know about the product features readily. The Photo of the Top 10 Performing Agents for the month displayed on Agent portal. Regular Agent portal revision is done with technical department approval. . More number of policies were added to the Portal with a target to increase portal usages.

During the year, Portal Access was enhanced by allotting the 3,176 Portals to agents increasing the total number of portals to 56,272 as on 31st March, 2024. Rs. 4,632 Crores premium was collected through the Agent Portal in the Year 2023-24.

? RURAL AND SOCIAL SECTOR AND MICRO INSURANCE

As the premier Non-Life Insurance Company keeping with its rich traditions & strong social commitment of serving the rural masses has always been in the forefront of devising host of Rural Insurance Products. The Company is continuously striving to offer best possible products customized according to the needs & requirements of Rural population.

The Company provides protection for various assets of rural community. A wide variety of covers are now available for the rural areas to meet the specific needs of the Rural mass e.g. Cattle Insurance, Sheep & Goat Insurance, Agriculture Solar pump sets, Poultry Insurance, Saral Sampurna Kisan Bima Yojana, Horticulture/Plantation Insurance, Personal Accident Insurance Cover to Kisan Credit Card Holders (KCC) etc. for the safety & security of the rural populations.

The Company has always shown keen interest in various Government sponsored Schemes for Cattle/ Livestock Insurance schemes under National Livestock Mission in various States, Raj Rajeshwari Mahila Kalyan Yojana etc. for benefit of the rural population. The Company has opened up Operating Offices at remote & interior parts of the country to ensure smooth distribution of exclusive rural centric products. Our extensive network of rural Agency force has been provided with Portal for immediate issuance of policy even in remote corner of the country. It has always been the objective of the Company for growth & promotion of micro insurance products for the Rural & marginalized population. At present, the Company is providing 13 Micro Insurance Products such as Cattle Sukshma, Sheep & Goat Sukshma Bima etc. to protect low-income people from financial losses with affordable products. The Company has made the Claims Processing Procedure simple and easy to popularize the Micro products.

Cattle/Livestock Insurance: Our Regional Offices have participated in centrally sponsored Cattle Insurance schemes, Corporate Dairy Schemes and State/local based schemes. We have issued approximately 1,89,714 policies and procured substantial premium of Rs. 117.53 crores.

The Company during 2023-24 underwritten a total Rural Insurance Premium of Rs. 132.47 Crores with Incurred Claim Ratio of 68.40%

?    GOVERNMENT HEALTH BUSINESS

The Company plays a significant role in participating in Government Schemes and providing insurance solutions to the masses. One such initiative is the Mukhyamantri Chiranjeevi Swasthya Bima Yojana scheme of the Government of Rajasthan. This scheme aims to provide health insurance coverage to a wide range of beneficiaries, including Below Poverty Line (BPL) families, socially and economically weaker sections of society, and other paid groups. With a sum insured of Rs 5 lakhs per family, the scheme covers nearly 1.4 crore families, thereby offering comprehensive healthcare protection.

To efficiently manage and deliver services under the scheme, a dedicated office, the Regional Government Business Office (RGBO), has been established. Leveraging technology, the RGBO provides technology-based services to ensure seamless implementation of the mass health scheme. Furthermore, the introduction of AI/ML-based apps for monitoring the scheme enhances its effectiveness and transparency, facilitating better management and monitoring of healthcare services.

In addition to the Mukhyamantri Chiranjeevi Swasthya Bima Yojana scheme, the Company extends its coverage to a vast number of individuals under various other government schemes. The Company covers 13 crore lives under Pradhan Mantri Jan Dhan Yojana (PMJDY) and 7.35 crore lives under the Pradhan Mantri Suraksha Bima Yojana (PMSBY) scheme, which is a flagship initiative of the Government of India.

Furthermore, the Company provides on-duty personal accident cover to volunteers of the National Disaster Management Authority (NDMA), demonstrating its commitment to safeguarding lives and promoting social welfare.

Through its participation in these government schemes and initiatives, the Company exemplifies its dedication to providing accessible and comprehensive insurance solutions to individuals across various sections of society, thereby contributing significantly to the nation's social welfare and development goals.

?    ALTERNATE BUSINESS CHANNEL

Keeping in pace with the digitization, Alternate Business Channel Department manages the already existing customer portal, portals dedicated to ICAI/ICSI/ICMAI members and integration with intermediaries like Policybazaar, Phonepe, Girnar, Coverfox etc. As on March 31, 2024, we provided integrations to 82 web aggregators/brokers/corporate agents. We also have portal integration with CSC and HPCL.

The total premium generated through the online platform through above channels is to the tune of INR 235.28 crore for the year 2023-2024

? ENTERPRISE RISK MANAGEMENT

Enterprise Risk Management (ERM) is a fundamental component of our company's governance and strategic decision-making process. We recognize the importance of effectively managing risks to safeguard our business and ensure sustainable growth. As our Company has also been identified as Domestic Systematically Important Insurer in India (D-SII), it becomes even more essential that the ERM structure of the Company is robust.

Our risk governance structure ensures clear roles, responsibilities, and accountabilities throughout the organization. The Board of Directors oversee the ERM

program, ensuring alignment with our strategic objectives and regulatory compliance. All the policies under ERM are reviewed periodically.

Our ERM framework enables us to proactively identify, assess, and mitigate risks across our operations. By adopting a comprehensive approach, we analyse internal and external factors, conduct risk assessments, and engage with stakeholders to gain insights into emerging risks and to monitor the evolving risk landscape. This helps us prioritize risks based on their potential impact and likelihood of occurrence.

Once risks are identified and assessed, we develop

and implement risk mitigation strategies tailored to each risk category. Our strategies involve risk avoidance, risk transfer, risk reduction, or risk acceptance, depending on the nature and severity of the risks.

We have identified key risks that we actively manage including market risk, operational risk, financial risk, and cybersecurity risk. Market risk is mitigated through market research, innovation, and strategic partnerships. Operational risk is addressed through robust controls, business continuity planning, and adherence to regulations. Financial risk is managed through prudent financial practices and appropriate insurance coverage. Cybersecurity risk is mitigated by investing in advanced security measures and providing ongoing training to our employees.

Regular risk reporting and communication provide valuable information to our Board of Directors and executive management, enabling them to make informed decisions and take necessary actions.

Our commitment to ERM helps us protect our stakeholders' interests, enhance operational efficiency, and create sustainable value. We remain dedicated to continuously improving our ERM framework and fostering a risk-aware culture across the organization. By effectively managing risks, we can seize opportunities, navigate challenges, and ensure the long-term success and resilience of our Company.

The ESG Policy of the Company is in the process of being finalised and we are committed to having the policy in place shortly. However we are already implementing and are in compliance with many of the aspects of ESG..

? CORPORATE COMMUNICATIONS

Our Corporate Communication Department plays a pivotal role in maintaining strong relationship with stakeholders and effectively conveying our company's messages, values and achievements. By facilitating transparent and consistent communication, we enhance our reputation, build trust and promote understanding among our diverse audience.

The Company continued its branding activities vigorously to enhance visibility of the largest Non-Life Insurance Company of India through various promotional tools with impetus to improve visibility in all platforms of advertisement on Pan India basis and exploring new

places of public confluence.

To imprint the Brand Image of our company into the mental spectrum of General Public and effective use of various Medias available and ever-changing environment, we have increased our campaigns on TV, Radio, FM, Print Media and Social Media in addition to the traditional outdoor media like hoardings, Glow signs, Digital Screens in and around PAN India locations. Displays have been placed at prominent Airports, Metro Stations, Railway stations & Trains, Road junctions Highways, Bus stands, New Electric Buses, Containers, Malls as well as various print and digital media channels.

? CLAIMS MANAGEMENT

The Company carried out the following activities in this vertical during the FY 2023-24.

•    Opening of 158 new Non-suit Child Claim Hubs in addition to existing 30 Parent Claim Hubs to expedite the Claim Settlement Process.

•    Close monitoring of Non-Suit claims with a target to increase Settlement Ratio and reduce outstanding claims and monitoring of Incurred Claims Ratio.

•    Review and Monitoring of Catastrophic claims to enable faster claim settlement and coordination with the IRDA and DFS for CAT claims. Camps organized during MICHAUNG and Tamil Nadu floods for faster settlement of claims.

•    Monitoring of long pending non suit and non-health claims, and Health claims monitoring in coordination with Health department.

•    Implementation of the guidelines enumerated under the Surveyors' Management Policy adopted by Board and completion of surveyors screening exercise under Surveyors Management Policy for 2024-25.

•    Undertaken virtual & physical meetings with designated officials of all Regions on non-suit claims management & Motor OD claims automation including digital survey report.

•    Organized training for Claims handling officials PAN India at Insurance Institute of India

?    MARKETING

New India has once again continued its supremacy in the insurance industry with a total of 12.78% market share. Our marketing team contributed to this triumph of New India with a remarkable share of premium by our Development Officers of Rs. 2423 Crores. Our Business Associates have successfully contributed more than Rs. 2533 Crores premium for the FY 2023-24. In all total share of premium by AO (D), AM (D) from all over India is Rs. 1009.37 Crores.

?    RIGHT TO INFORMATION ACT

As an insurance company committed to transparency and accountability, we recognize the importance of the Right to Information Act (RTI Act). The RTI Act empowers individual to access information held by public authorities, including our Company, ensuring greater openness and fostering a culture of trust.

At our Company, we adhere to the principles of the RTI Act and proactively promote access to information. We believe in the right of our stakeholders, including policyholders, shareholders and the general public to access relevant information about our operations, financial performance, and governance practices.

The Central Public Information Officers (CPIOs) of Regional Offices /CBOs / Auto Hubs / Legal Hubs also contribute to the promotion of the ideals of the Act, under the umbrella of RTI Department at Head Office.

Company has appointed Transparency Officer in the rank of General Manager.

During the year 2023-24, the total (including online) number of RTI Applications received were 1,940 and First Appeals were 244.

As per Department of Financial Services Guidelines, Third Party Transparency Audit of RTI Proactive Disclosure of the New India Assurance Co. Ltd. for the year 202223 was conducted by Defence Headquarters Training Institute, New Delhi

In compliance with the CIC guidelines / RTI Act, the Company's official website is up-dated from time to time disclosing and uploading maximum information under the provisions of Section 4(1) (b) of the RTI Act, 2005.

?    INDUSTRIAL DISPUTES AND DISCIPLINE

The Company is dedicated in development of its Human Capital i.e. its employees. We know that the Company will perform better when staff are healthy, motivated and focused. A positive work culture that values all staff and invests in their skills and development builds the trust and integrity essential to maintain commitment and productivity levels. The Company has launched a Mentorship Program for newly joined employees to help them in learning work-life balance.

Going in Parallel, the Company also ensures maintaining a safe, disciplined and harmonious work environment. In order to fulfill the same, the Company has imparted 3 interactive training sessions for the employees posted across the Country on 'The New India Assurance Company Ltd. (Conduct, Discipline & Appeal) Rules, 2014, (hereinafter referred as 'Company's CDA Rules'). These are done in a cost-effective manner by using skills and knowledge within the Company primarily to develop learning, training.

In compliance with the CVC guidelines as well as Company's CDA Rules, the Company has ensured filing of Annual Property Return for the last financial year from each and every employee.

Further, the Company has made efforts to approach the Hon'ble Courts to vacate stay, wherever ordered, so that the cases may be disposed of timely. Also, the Company has ensured the timely compliance of Court Orders.

?    INFORMATION TECHNOLOGY

The Company remains committed to advancing its digital innovations, ensuring that Information Technology and Data Security serve as the functional and ethical guardians of the organization. With our data centers certified with ISO 27001-2013, we are making significant strides in fortifying our dedication to safeguarding the personal information of our esteemed customer base. Maintaining Business Continuity and Seamless Scalability are vital elements of Risk Management within the Information Technology Department. We have successfully conducted drills for Disaster Recovery (DR) and Near Disaster Recovery (NDR) to meticulously assess and uphold the robustness of our data center backup facilities.

In our efforts to incorporate Artificial Intelligence more extensively into business communication, we've adopted an active cloud-based email solution. This solution is in line with the current trend in the BFSI sector, enabling users to utilize AI features for improved understanding and action on large datasets.

Our IT team has significantly improved our nationwide coverage by upgrading the bandwidth in all our offices. This ensures that customers visiting any of our operational branches have a seamless experience. Additionally, we've expanded our efforts to cater to digital customers by enhancing data bandwidth in both our primary and backup data centres.

These collective endeavours have significantly propelled our overall growth, as evidenced by our premium books surpassing Rs. 41,000 Crores for the first time in the history of any General Insurance company in India.

?    HUMAN RESOURCE DEVELOPMENT AND PERSONNEL STAFF WELFARE SCHEMES

•    STAFF WELFARE SCHEMES

In line with the tradition of keeping the interest of its employees foremost, the Company has continued to implement welfare schemes for its employees. Active as well as retired employees along with their dependent and non-dependent family members are covered under Group Staff Mediclaim Policy covering all kinds of diseases with minimal exclusions, Group Personal Accident Policy providing 24 hours cover to employees against accidental death or permanent disablement, Group Savings Linked

Life Insurance, Group Term Life Insurance, Employees Deposit Linked Life Insurance, Lump sum payment for Domiciliary Medical Treatment, Group Baggage Policy, Education Advance Scheme for children of employees to pursue quality education, Housing Loan at subsidized rate of interest, Medical Check-up facility to Manager and above cadres, Director's Mediclaim Scheme for reimbursement of medical expenses of active as well as retired Directors along with their dependent family members etc.

The Company provides Ex-gratia relief scheme to its employees which provides for reimbursement of medical expenses beyond the Mediclaim cover. Special leave is sanctioned and medical expenses are reimbursed if employee meets with accident whilst on duty which is in addition to the 24 hours Personal Accident cover provided to employees. Special leave is also granted for participating in National & International sports events including Mountaineering, Expedition and Trekking events. Employees are encouraged for pursuing higher post graduate academic courses for which financial assistance is provided.

Other welfare schemes like Vehicle Loans at subsidized rate of interest, leased accommodation to all cadres of employees, Retirement Benefit and Death Relief Schemes managed by Mutual Benefit Society for employees, Leave Travel Subsidy, Labour Welfare scheme are provided.

In order to facilitate more transparency and expeditious settlement, the Company has implemented online access for all its employees for availing the benefits and necessary training has also been imparted to them.

HUMAN RESOURCES

Employee strength as on 31st March 2024

RECRUITMENT AND RESERVATION

Number of employees recruited during 2023-24

Representation of Scheduled Caste, Scheduled Tribe and Other Backward Classes employees under various cadres as on 31.03.2024

# OBC reservation was introduced in 1993. The prescribed OBC reservation % is being maintained in all direct recruitments since then.

The Company Strictly adheres to Brochure provisions and Government DoPT guidelines regarding reservations and concessions in the matter of recruitment and promotion and safeguards the interest of employees belonging to SC/ST/ OBC/EWS/PwBD and Ex-servicemen.

Pre-promotional training programs are duly organised for all eligible SC/ST/OBC employees for promotion to various cadres. Regular training programs are conducted on personality development, stress management, motivation etc. for SC/ST/ OBC employees of various cadres. Various benefits under Dr. B. R. Ambedkar Welfare Trust have been given to SC/ST/OBC employees. SC/ST/OBC employees have been nominated for NIA, Pune training programmes on a regular basis. Prerecruitment training programmes are also arranged for SC/ST/ OBC candidates at various centres on all-India basis.

A separate reservation cell is actively functioning at Head Office and Regional Office level for SC/ST/OBC/EWS/PwBD/ Ex-servicemen employees. A Liaison Officer under the charge of Chief Liaison Officer manages this cell at Head Office, whereas, Assistant Liaison Officers head the cells at various Regional Offices.

A well-defined mechanism has been provided under which, on yearly basis, the Liaison Officer from the Head Office inspects the Rosters pertaining to recruitment and promotions at all Regional Offices. The inspection report with observations of Liaison Officer, are put up to the Chief Liaison Officer & General Manager (Personnel) for further directions and sent back to the respective Regional Offices with necessary advices. Based on the inspection report, action is taken by the concerned Regional Offices in co-ordination with the Head Office to rectify shortcomings in procedure, if any, observed by the Liaison Officer.

Special attention is given to complaints/grievances raised by SC/ST/OBC employees and they are resolved within shortest possible time-frame.

The Company is providing financial support on behalf of Dr. B. R. Ambedkar Welfare Trust, to various SC/ST/OBC welfare activities. On the eve of Mahaparinirvan Day i.e. December, 6th every year these welfare activities are supported to observe the death anniversary of Dr. B.R. Ambedkar at Chaitya Bhumi, Dadar.

? GENDER ISSUES AND EMPOWERMENT OF WOMEN

The Company has a strong women force and provides adequate opportunities for self and career development. A

significant number of women Officers, as on 31.03.2024, are holding senior positions in our Offices:

We have focused on Computer Literacy, Cyber Risk Management, Digital Marketing, Data Analytics, Fraud Analytics Training Programmes and most importantly trainings on Artificial Intelligence, a fundamental component of future technology, which are indeed crucial for staying competitive and adapting to the evolving business landscape.

The Company has always prioritized employee development through multifaceted training programmes. We are confident that our well-trained and motivated workforce will overcome challenges smoothly, seize opportunities, driving sustained growth and create value for all stakeholders.

Apart from emphasizing on mainstream trainings like Prudent Underwriting Skills, Claims Management, Fraud Management, Human Resource Management, Vigilance, Policy Awareness, the Company encourages nominations in alternate training programs such as;

•    Women employees are nominated for specialized trainings like Women Managers Training, Prevention of Sexual Harassment (POSH) training Programmes etc.

•    Pre-recruitment training to all SC/ST/OBC applicants desirous of availing the same.

•    Pre-promotional training to all eligible SC/ST/ OBC employees of all cadres.

•    Enhancing Leadership Quality, Effective Communication Training programmes for the Incharges of operating offices to build leadership quality. These programs are tailored to address specific challenges or opportunities within the company and the market. It provides a practical tool and techniques for effective leadership in various situations.

•    To build the strong, competent marketing force, the more emphasis is being given on training of Marketing Officers & Agents.

•    Along with development of Technical Skills, taking into consideration employees' mental and physical health, we also focus on soft skills trainings like Personality Development, Physical Fitness Trainings, Yoga Sessions etc. and for betterment of employees' post-superannuation life, we conduct Pre-retirement trainings. ¹

edge research and best practices. This exposure not only enhances their knowledge and skills but also broadens their perspective, enabling them to tackle complex challenges with confidence and creativity.

• As a special task, on request from IRDAI, Company has arranged 'ON THE JOB' Training programme for IRDAI's newly recruited Assistant Managers.

Our work profile based approach for training nominations is a strategic move, which aligns training opportunities more closely with employees' role and responsibilities. We ensure employees will acquire skills and knowledge that directly contribute to their job performance and professional growth by nominating them for training relevant to their line of work. Also restricting nominations to a single training programme per year per employee is a practical measure that allows for the equitable distribution of training opportunities across the workforce. This ensures that a greater number of employees have the chance to benefit from training initiatives, thereby maximizing the overall impact on organizational performance employee development.

? OFFICIAL LANGUAGE IMPLEMENTATION

The functioning of the Department of Official Language is implemented on the basis of the guidelines issued by the Department of Official Languages and The Department of Financial Services, Ministry of Finance, Government of India. According to these guidelines, every effort is made to enhance the implementation and propagation of official language in all the offices and Departments of the Company.

Hindi workshops are organized by the Department of Official Language from time to time in order to enable and skill development of the Employees to work in Hindi with ease in their respective Departments. In this financial year, the Head Office, Department of Official Language organized 5 workshops and a special workshop cum training program was organized in Daman for the Employees of the “B” Region.

In this financial year, the Head Office Official Language Department carried out hundred percent official language inspection i.e. of all 30 Regional offices. The third subcommittee of the Parliamentary Official Language Committee inspected Bhilai Operating Office, Jamnagar Operating Office, Ahmedabad Regional Office, Mumbai Regional Office-2, Panaji Operating Office. Parliamentary Alekh evam sakshay committee inspected Khadagpur Operating Office, Bhubaneshwar Regional Office and Rohtak Operating Office. In these inspections, the official language implementation in the company was found to be satisfactory.

Four Hindi quarterly meetings were held in each quarter during the year 2023-2024 at Head Office. Similarly, meetings of the Official Language Implementation Committee were held regularly in all the offices. In order to promote the Hindi official language, motivate and encourage the employees towards the official language Hindi, Hindi fortnight was organized in the Head Office

from September 14, 2023 to September 28, 2023.

A total of 7 competitions were held during this period. Similarly, Hindi fortnight was also organized at each Regional Office/Operating Office. Employees were awarded under the ongoing cash incentive scheme for working in Hindi during the entire financial year.

In the year 2023-2024, All India Hindi Officers Conference was organized in Alibag from 07th to 08th January under Mumbai Regional Office-5. Regional offices were also rewarded for best performance in the conference. This year, two issues of corporate in-house magazine 'Arjan' were published, in which employees working in various offices of the company participated through their articles. Its QR code was also made available with this magazine. Similarly, inhouse Hindi magazines are regularly published by the Regional offices. In this financial year, the Department of Official Language all over India received a total of 58 awards. An Official Language Seminar was organized on August 18, 2023 for the member offices of the Town Official Language Implementation Committee Mumbai, the topic was Sadharan Bima ka Gyan : Mushkil Aasan. The employees are being trained in large numbers in prabodh, praveen, Pragya and Parangat training programmes organized by Hindi Training Scheme, Department of Official Language, Ministry of Home Affairs, Government of India.

The Department of Official Languages is constantly striving to play an important role in the promotion of Regional Languages along with Hindi.

? INTERNAL AUDIT

Internal Audit has been playing a vital role towards strengthening the Corporate Governance and complying with the management objectives to improve and strengthen the internal controls.

Internal Audit functions through Audit teams stationed at various Regional offices and supervised by IAD, Head Office. An Annual Audit Plan is drawn by the Dept. so as to ensure that all operating offices (including Large, Medium and Small Offices) are audited at least once in the financial year. The Department successfully conducted regular audits of their Regional Offices, Parent and Child Claims Hub (Suit as well as Non Suit), Broker DO, CBOs, Auto Tie-up Offices, Hubs & HO departments to ensure proper implementation of corporate guidelines.

IAD has also assisted in enhancing the performance of Audit Compliance Cells at various Regional Offices for expediting the resolution of pending audit queries - both CAG and Internal. At the end of the financial year, the audit activities & observations of IAD are consolidated in the form of Annual Report and informed to the Board & Audit Committee.

The Company has been complying with the Prevention of Money Laundering Act (PMLA) 2002 since it has been made applicable to insurance companies w.e.f 01.08.2006.

Amendments issued by IRDAI are adopted by the Board

from time to time. The Principal Compliance Officer posted at Corporate Office monitors the compliance of AML guidelines.

IAD, H.O controls the expenses of the company by preparing budget for revenue and capital expenses. After the approval of the Board, the budget is allocated to ROs, CBOs and various departments at H.O. Due care for budget utilization and periodical review are being taken by IAD, H.O.

Timely Audit clearances of the employees are given for Retirees /VRS /Death/90% PF Withdrawal.

Considering the digitalization, we have implemented audit module to conduct audit work and audit reports digitally & also to focus on quicker resolution and compliance monitoring.

? LEGAL & CONSUMER FORUM

The Department primarily focuses on handling arbitration cases, consumer forum cases, Supreme Court matters, and civil/commercial suits arising out of claims under insurance policies, excluding T.P claims. It ensures that all court notices from various fora/courts across the country are promptly monitored and addressed by ROs with urgency and care. In line with the objective of KPI, the Department has formed dedicated Suit Claims Hubs to handle such legal cases arising of claims. With the creation of such suit hubs, the process of handling suit claims has become streamlined with specialized personnel attending to legal claims.

With a dual goal of reducing the influx of new cases and expediting the resolution of pending ones, the department consistently endeavors to enhance the customer satisfaction. The Department has been consistently sensitizing all suit hubs under ROs to conduct root cause analysis of the legal complaints, analysis of the awards for achieving the dual goal mentioned above.

As part of such steps, the Department has successfully settled 254 consumer cases through the mechanism of Lok Adalat. The Department achieved an overall settlement of 4,566 cases in dispute with a settlement ratio of 25.27% and throughput ratio of 131.02%.

The Department also undertook an initiative through Suit Hubs to identify competent Advocates in various regions to manage the increasing number of high-value cases filed at District Commissions. This initiative resulted in creation of a database, facilitating timely filing of defenses and enabling better tracking of Advocate performance nationwide. Additionally, the Department has sensitized the suit hubs to review and resolve maximum consumer cases, aligning with the Company's customer-centric approach and encouraging more out-of-court settlements.

Another crucial focus area for the Department is managing execution cases targeting Head Office Executives, often initiated as coercive measures. Through diligent followup and offering professional guidance to Suit Hubs, the Department has successfully ensured resolution of such cases.

? VIGILANCE

The Vigilance Department is headed by Chief Vigilance Officer. The department is staffed with Dy. General Manager, Chief Manager and Desk Officers who deal with matters relating to various Regional Offices. Each Regional Office has a Vigilance Officer who directly reports to Vigilance Department, Head Office. The focus of the department is to create a sound vigilance culture with emphasis upon the Preventive Vigilance Mechanism which will bring not only systemic improvement but also raise the standard of Corporate Governance. Robust Preventive Vigilance measures with a sound vigilance culture across the organization would help in achieving organizational excellence. The Preventive Vigilance Committee (PVC) at Head Office and Regional Offices are also contributing on vigilance awareness and preventive vigilance. Internal Advisory Committee ensures that there is fairness and justice in determination of vigilance angle and timely completion of Disciplinary Proceedings. The department conducts inspection of various offices on a surprise basis, i.e., where the concerned office is not given advance information of the proposed visit of the

Vigilance Officer. Based on the reports of such Surprise Inspection, salient deviations are pointed out to the Region-in-charge. Any observation that leads to vigilance investigation is taken up accordingly.

During the year 2023-24, surprise inspection was conducted at 688 offices, comprising of Divisional Offices, Branch Offices, Micro Offices and RO/ TP/OD HUB. Regular Preventive Vigilance Workshops were conducted at various offices and Head Office to educate and sensitize the staff about the importance of vigilance in public and personal life. Recommendations were also made for further improvement of the system. Vigilance Awareness Week was observed from 30.10.2023 to 05.11.2023. The theme for the year was “Say No To Corruption, Commit To The Nation”. During the Vigilance Awareness Week various activities / events / competitions within and outside organization were organized to spread the message of building a corruption free and strong Nation. As a part of capacity building program “Train the Trainers” training programs were also conducted. Special awareness programs were organized for disseminating knowledge & provisions of PIDPI Resolution.

The Company's point-wise to the replies were as follows:

The Directors on the Board are appointed by Government of India. As on 13th April, 2023, Government of India has appointed Ms. Akani Devi on the Board as a Woman Independent Director whose induction on the Board is done in the Board Meeting held on 20.04.2023.

Subsequent to the above appointment, the Company has approached the Exchanges to waive the penalties imposed.

?    EVALUATION OF BOARD COMMITTEES & DIRECTORS

The Evaluation criteria for evaluation of the Board, Directors and the Committees was approved by the Nomination and Remuneration Committee. Subsequently, based on the evaluation criteria evaluation of the Board, Directors and the Committees were carried out for FY 2023-24.

?    DIRECTORS AND OFFICERS INSURANCE

As per the requirements of Regulation 25(10) of the Listing Regulations, the Company has taken “Directors and Officers Insurance” for all its Directors.

?    RESPONSE TO AUDITORS’ REMARKS

The replies to the qualification made by the Auditors' in their report is attached as Annexure to the Directors Report.

?    SECRETARIAL AUDITORS

Pursuant to provisions of Section 204 of the Companies Act 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, the Company had appointed M/s S N Ananthasubramanian & Co, Practicing Company Secretary to conduct Secretarial Audit Report is annexed herewith as Annexure. There are no qualifications, reservation, adverse remark or disclaimer made by the auditor in the report save and except for observations and disclaimer made by them in discharge of their professional obligation.

?    INTERNAL FINANCIAL CONTROL AND ITS ADEQUACY

The Board has adopted policies & procedures for ensuring the orderly & efficient conduct of its business, including adherence to the Company's policies, the safeguarding of its assets, the prevention & detection of fraud, ever reporting mechanisms, the accuracy and completeness of the accounting records and the timely preparation of reliable financial disclosures.

?    IMPLEMENTATION OF INDIAN ACCOUNTING STANDARD (IND AS)

Insurance Regulatory and Development Authority of India vide their letter Ref No. 100/2/Ind AS-Mission Mode/2022-23/1 dated 14th July, 2022, advised the insurers to set up a Steering Committee to initiate the Implementation process. The Company has accordingly constituted a

Steering Committee in FY 2022-23 comprising members from cross functional areas such as Finance & Accounts, Actuarial, Investment, Taxation, Information Technology and Reinsurance to oversee the implementation of Ind AS. Periodic meetings of the Steering Committee are being held to review the progress made towards implementation, Issues/ Challenges and course of action to mitigate the same. The Steering Committee is also updating the Audit Committee of the Board on the progress in preparedness towards the Ind AS implementation process.

The Company has appointed knowledge partner in FY 2023-24 who is assisting the Company in implementation of Ind AS. The Steering Committee has detailed out phase wise approach for implementation. Gap Assessment (Phase I) has been completed in May 2024 and we are in the Phase II process of onboarding technology partner and Implementation Partner to assist in Ind AS convergence. We are working on the gaps identified to address them within timelines.

?    RELATED PARTY TRANSACTIONS

The Company undertakes transactions with related parties in the ordinary course of business. The details of related party transactions are disclosed under Notes to Financial Statements for FY 2023-24.

Board approved policy on Related Party Transactions is uploaded on the website of the Company and can be viewed at the below link:

https://www.newindia.co.in/cms/c443766f-0ecc-

48b9-94dc-c62da7d3be37/Related%20Party%20

Transaction%20Policy%20(2).PDF?guest=true

?    REPORTING OF FRAUDS:

During the year under review, there were no instances of fraud reported by the Statutory auditors and secretarial auditor under section 143(12) of the Act to the Audit Committee or the Board of Directors of the Company.

?    INSURANCE REGULATORY AND DEVELOPMENT AUTHORITY OF INDIA (IRDAI)

The Company being an Insurance Company, its working and functions are governed by the regulations of Insurance Regulatory and Development Authority of India. The Accounts of the Company are drawn up according to the stipulations prescribed in the IRDA (preparation of Financial Statements and Auditor's Report) Regulations 2002 and as amended from time to time.

?    CREDIT RATING

AM Best Company has affirmed the Financial Strength Rating of B++(Good) (Stable Outlook) and Issuer Credit Rating: bbb+ (Good)(Stable Outlook). CRISIL has assigned its Corporate Credit Rating (CCR) of 'CCR AAA/ Stable' (Re-affirmed). The Company has National Scale Rating (NSR) of aaa.IN (Exceptional) by AM Best

?    FOREIGN EXCHANGE EARNING & OUTGO & INFORMATION

The particulars of Foreign Exchange earnings/outgo as

required by the Companies Act under Section 134(3)(m) is given below:

Earnings: Rs. 829.57 Crores (Previous Year Rs. 576.59 Crores)

Outgo: Rs. 990.70 Crores (Previous Year Rs. 1,054.93 Crores)

Expenses on (a) Entertainment (b) Foreign tours and (c) Publicity and Advertisement amounted to ? 66,23,000 (PY ? 54,97,585), ? 1,78,47,472 (PY ? 1,59,11,089) and ? 19,29,40,443 (PY ? 27,21,14,052) respectively.

*    DIVIDEND & DIVIDEND DISTRIBUTION POLICY

In terms of Regulation 43A of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 (“Listing Regulations”) the Dividend Distribution Policy of the Company is uploaded on Company's website and can be viewed at the below mentioned link:

https://www.newindia.co.in/assets/docs/aboutus/

investors/DividendDistributionPolicy.pdf

*    CONSOLIDATED FINANCIAL STATEMENTS

Provisions regarding Financial Statements are laid down under Section 129 of the Companies Act 2013. As per the provision of Section 129 (2) of the said Act, at every Annual General Meeting of a company, the Board of Directors of the Company shall lay before such meeting financial statements for the financial year. Section 129 (3) of the Companies Act 2013 provides that where a company has one or more subsidiaries, it shall, in addition to financial statements provided under sub-section (2) of Section 129, prepare a Consolidated Financial Statement of the company and of the subsidiaries in the same form and manner as that of its own which shall also be laid before the Annual General Meeting of the Company along with the laying of its financial statements under Sub Section (2) of Section 129.

The Company prepares Standalone Financial Statements and Consolidated Statements which are available in the Annual Report.

*    BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Business Responsibility and Sustainability Report (BRSR) forms part of the Annual Report.

*    SHARE CAPITAL

The issued and paid-up equity share capital of the Company as on March 31, 2024 is Rs. 824 crores. The solvency margin position of the Company as at March 31, 2024 is 1.81 times as against the minimum solvency margin requirement of 1.50 times as prescribed by IRDAI.

*    PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The provisions of Section 186(4) of the Companies Act, 2013 (“the Act”) requiring disclosure in the financial statements of full particulars of the loans given, investment made or guarantee given or security provided and the purpose for which the loan or guarantee or security is proposed to be utilised by the recipient of the loan or guarantee or security is not applicable to the Company.

*    INDEPENDENT DIRECTORS

All Independent Directors of the Company have given declarations that they meet the criteria of Independence as laid down under Section 149 (6) & (7) of the Act, the Companies (Appointment and Qualification of Directors) Rules, 2014 as amended from time to time and Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015(“Listing Regulations”).

All the Independent Directors of the Company have also confirmed that they have complied with Schedule IV of the Act and the Company's Code of Conduct for Directors and Senior Management. The Board is of the opinion that the Independent Directors are persons of integrity and possess relevant expertise, proficiency and experience.

A certificate complying with Regulation 25(9) of SEBI (Listing Obligations and Disclosure Requirements) issued by the Practicing Company Secretary has been attached as “Annexure”.

Independent Directors Meeting of the Company was held during the Financial Year.

*    DEPOSITS

During the year under review, the Company has not accepted any deposits under Section 73 of the Act.

*    MAINTENANCE OF COST RECORDS

Being an Insurance Company, the Company is not required to maintain cost records as specified by the Central Government under Section 148(1) of the Act.

*    PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All the transactions with Related Parties were in the ordinary course of business and on arm's length basis and there were no material contracts or arrangement or transactions entered with related parties during the FY 2023-24.

*    UNPAID/UNCLAIMED DIVIDEND

Pursuant to Section 124 & 125 of the Act read with the Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company was not required to transfer any unpaid/unclaimed dividend amount to the Investor Education and Protection Fund in FY 2023-24.

*    CODE OF CONDUCT AS PRESCRIBED UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (PROHIBITION OF INSIDER TRADING) REGULATIONS, 2015

In accordance with SEBI (Prohibition of Insider Trading) Regulations, 2015 (“Insider Trading Regulations”), the Company has in place a code of conduct to regulate,

monitor and report trading by its Designated Persons (“the Insider Trading Code”) to the extent specified in the Insider Trading Code of the Company. The Insider Trading Code of the Company has been revised in line with the amendments in the Insider Trading Regulations, as amended from time to time.

The Company also has in place Code of Conduct to Regulate, Monitor and Report Trading by Insiders which is hosted on the website of the Company and can be viewed at:

https://www.newindia.co.in/cms/83cd316d-91ce-4783-

8322-e2772fd6dc87/Code_of_Conduct.pdf?guest=true

?    CEO/CFO CERTIFICATION

Pursuant to Regulation 17(8) of the Listing Regulations, Certification by the Managing Director & CEO and the Chief Financial Officer of the Company on the financial statements and the Internal Financial Controls relating to financial reporting for FY 2023-24 has been obtained.

?    CORPORATE GOVERNANCE:

The Company is fully committed to following sound corporate governance practices. The Company's Board is constituted in compliance with Companies Act, 2013, in accordance with SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and IRDAI Corporate Governance Regulations 2024. Our Board of Directors comprises of highly experienced and diverse professionals who bring a wealth of expertise to the table. The Board provides strategic guidance, oversees the implementation of our business objectives and ensures compliance with legal and regulatory requirements.

We place strong emphasis on ethical conduct and integrity in all our business activities. Our Code of Conduct sets out the standards of behavior expected from our employees, directors, and business partners. We promote a culture of transparency, honesty, and fairness, where ethical decision-making is upheld and any potential conflicts of interest are appropriately managed.

Board Committees and Oversight: To ensure effective governance and oversight, we have established various Board Committees, including Audit, Risk Management, Nomination and Remuneration, and Corporate Social Responsibility. These committees comprise independent directors who provide specialized expertise and oversight in key areas, ensuring rigorous scrutiny, accountability, and compliance with regulatory requirements.

Transparency and Reporting: Transparency is a cornerstone of our corporate governance practices. We are committed to providing accurate and comprehensive information to our stakeholders. Our annual reports, financial statements, and other disclosures adhere to applicable accounting standards, regulatory requirements, and best practices. We continuously strive to enhance the transparency and clarity of our reporting, enabling stakeholders to make well-informed decisions.

The Board meets at regular intervals to review the

quarterly, financial, operational and investment performance of the Company. The company's philosophy on Corporate Governance lays strong emphasis on transparency, accountability, and integrity. Corporate governance is concerned with the establishment of a system whereby the Directors are entrusted with responsibilities and duties in relation to the direction of corporate affairs. It is concerned with the accountability of who are managing it. It is concerned with morals, ethics, values, parameters, conduct and behavior of the Company and its Management.

The Board functions either as an entity per se, or through various committees constituted to oversee specific operational areas. There is an appropriate mix of Executive, Non-Executive and Independent Directors to maintain the Independence of the Board. None of the Directors are related to any other Directors or employees of the Company.

? BOARD OF DIRECTORS:

The composition of the Board of Directors as on 31.03.2024

•    Ms Neerja Kapur, Chairman-cum-Managing Director

•    Mr. Titus Francis Maliakkel, Executive Director and Chief Financial Officer

•    Ms. Smita Srivastava, Executive Director

•    Ms Mandakini Balodhi, Government Nominee Director

•    Mr Surender Kumar Agarwal, Independent Director

•    Mr Ratan Kumar Das, Independent Director

•    Ms. Akani Devi, Independent Director

The Board underwent the following changes in its composition since the date of the last Directors' Report, i.e, 29th May 2023

1.    Upgradation of Mr. Francis Titus as Executive Director w.e.f 15th March, 2024

2.    Upgradation of Ms. Smita Srivastava as Executive Director w.e.f. 15th March, 2024

3.    Cessation of Mr. A.S. Rajeev as an Independent Director w.e.f. 23rd February, 2024

4.    Superannuation of Ms. Neerja Kapur as Chairman-cum-Managing Director w.e.f 30th April, 2024

The Board placed on record its thanks to Mr. A.S. Rajeev and Ms. Neerja Kapur for their contribution to the Board during their tenure. The Board also extended its warm appreciation to the Directors for their timely guidance and support to the Board members.

? DETAILS OF BOARD OF DIRECTORS AS ON 31.03.2024

¹    Cessation of Ms. Neerja Kapur as Chairman-cum-Managing Director w.e.f 30th April, 2024

²    Cessation of Mr. A.S. Rajeev as Independent Director w.e.f. 23rd February, 2024

³    Upgradation of Mr. Titus Francis Maliakkel and Ms. Smita Srivastava as Executive Director w.e.f 15th March, 2024

The Board meets at regular intervals to discuss and decide on business policy and strategy apart from other board businesses. The Board of the Company met Thirteen (13) times during the year under review 20th April 2023, 16th May 2023, 29th May 2023, 28th June 2023, 28th July 2023, 11th August 2023, 1st September 2023, 21st September 2023, 20th October 2023, 08th November 2023, 10th January 2024, 09th February 2024 and 21st March 2024.

The maximum gap between any two Board meetings was less than one hundred and twenty days.

In the opinion of the Board, the Independent Directors fulfil the conditions specified in the Listing Regulations and are Independent of the management. There were no inter-se relationships between any of the Directors.

The names of the Directors, their attendance at Board Meetings during the year, attendance at the last AGM and the number of other Directorships and Board Committee memberships/chairpersonships held by them as on March 31, 2024 are set out in the following tables:

The details of “Directorships held in other listed companies” and “Chairpersonships/Memberships of Committees in other companies” other than the Company, as on March 31, 2024 are as follows:

¹    Cessation of Ms. Neerja Kapur as Chairman-cum-Managing Director w.e.f 30th April, 2024

²    Cessation of Mr. A.S. Rajeev as Independent Director w.e.f. 23rd February, 2024

In terms of Listing Regulations, the number of Committees (Audit Committee and Stakeholders Relationship Committee) of public limited companies in which a Director is a member/ chairman/chairperson were within the limits prescribed under the Listing Regulations, for all the Directors of the Company. The number of directorships of each Non-executive, Independent Director is also within the limits prescribed under the Listing Regulations as amended from time to time.

The Board has identified the following skill sets with reference to its business and industry which are available with the Board viz. Finance, Accountancy & Law, Administration, Corporate Governance, Corporate Planning and Strategy.

The Members of the Board of Directors of the Company has the necessary Skills/Expertise/Competence in the above-mentioned areas.

Details of Equity Shares held by Non-Executive Directors as on March 31, 2024:

NIL

Recommendations of Mandatory Committees

During the year under review, all the recommendations made by the Committees of the Board mandatorily required to be constituted by the Company under the Act, Listing Regulations and IRDAI Guidelines were accepted by the Board.

?    COMMITTEES OF THE BOARD:

The Board has constituted the following committees:

i.    Audit Committee

ii.    Investment Committee

iii.    Risk Management Committee

iv.    Policyholders Protection & Grievance Redressal & Claims Monitoring Committee

v.    Nomination & Remuneration Committee

vi.    Corporate Social Responsibility Committee

vii.    Stakeholders Relationship Committee

viii.    Information Technology Committee

ix.    Board Sub-Committee (HR)

x.    Property Review Committee

The terms of reference, the composition along with the number of meetings held during FY 2023-24 and the attendance of the Committees of the Board are provided below:

?    AUDIT COMMITTEE:

Terms of Reference:

A.    The role of the audit committee shall include the following:

1.    Oversight of the company's financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;

2.    Recommendation for appointment, remuneration and terms of appointment of auditors of the company;

3.    Approval of payment to statutory auditors for any other services rendered by the statutory auditors;

4.    Reviewing, with the management, the annual financial statements and auditor's report thereon before submission to the board for approval, with particular reference to:

a.    Matters required to be included in the Director's Responsibility Statement to be included in the Board's report in terms of clause (c) of sub-section 3 of section 134 of the Companies Act, 2013

b.    Changes, if any, in accounting policies and practices and reasons for the same.

c.    Major accounting entries involving estimates based on the exercise of judgment by management

d.    Significant adjustments made in the financial statements arising out of audit findings

e.    Compliance with listing and other legal requirements relating to financial statements

f.    Disclosure of any related party transactions

g.    Qualifications/ modified opinion(s) in the draft audit report

5.    Reviewing, with the management, the quarterly financial statements before submission to the board for approval including the financial statements, in particular, the investments made by unlisted subsidiary(ies);

6.    Reviewing, with the management, the statement of uses /application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document /prospectus /notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;

7.    Review and monitor the auditor's independence and performance, and effectiveness of audit process;

8.    Approval or any subsequent modification of transactions of the company with related parties;

9.    Scrutiny of inter-corporate loans and investments;

10.    Valuation of undertakings or assets of the company, wherever it is necessary;

11.    Evaluation of internal financial controls and risk management systems;

12.    Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;

13.    Reviewing the adequacy of internal audit function, if any,

including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;

14.    Discussion with internal auditors of any significant findings and follow up there on;

15.    Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;

16.    Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;

17.    To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors

18.    To review the functioning of the Whistle Blower mechanism;

19.    Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience and background, etc. of the candidate;

20.    Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.

21.    To review the utilization of loans and/or advances from/ investment by the holding company in the subsidiary exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing, loans / advances / investments.

22. To review Management discussion and analysis of financial condition and results of operations;

23.    To review and approve Statement of significant related party transactions (as defined by the Audit Committee), submitted by management;

24.    To review Management letters / letters of internal control weaknesses issued by the statutory auditors;

25.    To review Internal audit reports relating to internal control weaknesses;

26. To review the appointment, removal and terms of remuneration of the Chief internal auditor.

27.    To review statement of deviations:

a.    quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1) of SEBI Listing Regulations, 2015.

b.    annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/ notice in terms of Regulation 32(7) of SEBI Listing Regulations, 2015.

28.    To review compliance with the provisions of Regulation

9A of SEBI (Prohibition of Insider Trading) Regulations, 2015 at least once in a financial year and verify that the systems for internal control are adequate and are operating effectively.

B. The audit committee shall mandatorily review the following information:

1.    management discussion and analysis of financial condition and results of operations;

2.    management letters / letters of internal control weaknesses issued by the statutory auditors;

3.    internal audit reports relating to internal control weaknesses;

4.    the appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by the audit committee.

5.    statement of deviations:

(a)    quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1).

(b)    annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/ notice in terms of Regulation 32(7).

The following additional terms shall be as per “Master

Circular on Corporate Governance for Insurers, 2024” :

1.    The Audit Committee will oversee the efficient functioning of the internal audit department and review its reports. The Committee will additionally monitor the progress made in rectification of irregularities and changes in processes wherever deficiencies have come to notice.

2.    The Audit Committee shall be directly responsible for the recommendation of the appointment, remuneration, performance and oversight of the work of the auditors (including internal/statutory/Concurrent/ Secretarial / Forensic / Systems Audit). In case of statutory audit, the independence of the external auditors shall be ensured (although the approval of appointment, remuneration and removal of the statutory auditors shall be done by the shareholders at the general body meeting).

3.    The Audit Committee shall have the oversight on the procedures and processes established to attend to issues relating to maintenance of books of account, administration procedures, transactions and other matters having a bearing on the financial position of the insurer, whether raised by the auditors or by any other person.

4.    The Audit Committee shall act as a “compliance” Committee to discuss the level of compliance in the insurer and any associated risks and to monitor and report to the Board on any significant compliance breaches.

5.    Any additional work other than statutory/internal audit that is entrusted to the auditor or any of its associated persons or companies shall be specifically approved by the Audit Committee keeping in mind the necessity to maintain the

independence and integrity of the audit relationship.

6. All such other work entrusted to the auditor or its associates shall be specifically disclosed in the Notes to Accounts forming part of the annual accounts of the insurer. However, it may be ensured that insurer comply with Section 144 of the Companies Act before deciding to provide any additional work to the Statutory Auditors.

Composition: In terms of provisions of the Act and Listing Regulations, the Audit Committee comprises of Three (3) Members, out of which two (2) are Independent Directors and one (1) is Government Nominee Director. The Chairperson of the Audit Committee is chaired by Mr. Surender Kumar Agarwal (Non-Executive Independent Director) of the Company.

As per the Regulation, the Audit Committee is required to meet at-least 4 times in a year and not more than 120 days shall elapse between 2 meetings. The Audit Committee met Nine (9) times on 16th May 2023, 29th May 2023, 28th June 2023,

11th August 2023, 21st September 2023, 08th November 2023, 10th January 2024, 09th February 2024 and 21st March 2024.

Attendance of Members of the Audit Committee:

¹ Mr. A.S. Rajeev ceased to be a member of the Committee w.e.f. 23rd February 2024

? INVESTMENT COMMITTEE:

Terms of Reference:

1.    Overseeing the implementation of the investment policy approved by our Board from time to time;

2.    Reviewing the investment policy;

3.    Periodical updating to our Board with regard to investment activities of the Company;

4.    Reviewing the investment strategies adopted from time to time and giving suitable directions as needed in the best interest of the Company;

5.    Reviewing the broker policy and making suitable amendments from time to time;

6.    Reviewing counter party/intermediary exposure norms;

7.    Supervising the asset allocation strategy to ensure financial liquidity, security and diversification through liquidity contingency plan and asset liability management policy;

8.    Overseeing the assessment, measurement and accounting for other than temporary impairment in investments in accordance with the policy adopted by the Company.

9.    Reviewing the stewardship policy of the Company.

The following additional terms shall be as per “Master Circular on Corporate Governance for Insurers, 2024” :

1.    The Committee shall formulate an effective reporting system to ensure compliance with the policy set out by it apart from Internal /Concurrent Audit mechanisms for a sustained and on- going monitoring of Investment Operations.

2.    For assessment of credit risk and market risk, the members of the Committee should not be influenced only by the credit rating. The committee should independently review their investment decisions and ensure that support by the internal due diligence process is an input in making appropriate investment decisions.

3.    The Committee shall approve the Standard Operating Procedures (SOPs) of Investment Operations of the insurer.

Composition: In terms of Corporate Governance Guidelines issued by IRDAI, the Investment Committee comprises of eight (8) Members, out of which one is the Chairman-cum-Managing Director, three (3) are Independent Directors, one is the Chief Investment Officer, Chief Financial Officer, Appointed Actuary & Chief Risk Officer each.

The composition of the Investment Committee is given below

along with the attendance of the members. The Investment Committee met Five (5) times during the year under review on 29th May 2023, 28th July 2023, 11th August 2023, 07th November 2023, 09th February 2024.

Attendance of the Members of the Investment Committee:

¹    Ms Neerja Kapur ceased to be a member of the Committee w.e.f 30th April 2024

²    Mr A S Rajeev ceased to be a Member of the Committee w.e.f 23rd February 2024

³    Mr Pankaj Kumar Agarwal ceased to be a member of the Committee w.e.f 28th July 2023

⁴    Ms. Anjana Saxena became a member of the Committee w.e.f. 28th July 2023 and ceased to be a member of the Committee w.e.f. 14.05.2024

⁵    Ms. Akani Devi became a member of the Committee w.e.f 21st March, 2024

? RISK MANAGEMENT COMMITTEE:

Terms of Reference:

1.    To formulate a detailed risk management policy which shall include:

(a)    A framework for identification of internal and external risks specifically faced by the listed entity, in particular including financial, operational, sectoral, sustainability (particularly, ESG related risks), information, cyber security risks or any other risk as may be determined by the Committee.

(b)    Measures for risk mitigation including systems and processes for internal control of identified risks.

(c)    Business continuity plan.

2.    To ensure that appropriate methodology, processes and systems are in place to monitor and evaluate risks associated with the business of the Company;

3.    To monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk management systems;

4.    To periodically review the risk management policy, at least once in two years, including by considering the changing industry dynamics and evolving complexity;

5.    To keep the board of directors informed about the nature and content of its discussions, recommendations and actions to be taken;

6.    The appointment and removal/cessation of the Chief Risk Officer (if any) shall be subject to review by the Risk Management Committee.

7.    The Risk Management Committee shall coordinate its activities with other committees, in instances where there is any overlap with activities of such committees, as per the framework laid down by the board of directors.

8.    To carry out any other function, if any, as prescribed in the terms of reference of the Risk Management Committee and any other terms of reference as may be decided by the Board and/or specified/provided under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, or by any other regulatory authority.

The following additional terms shall be as per “Master

Circular on Corporate Governance for Insurers, 2024” :

1. Asset Liability Management (ALM)

(i)    ALM is an ongoing process of formulating, implementing, monitoring and revising strategies related to assets and liabilities to achieve an organization's financial objectives, given the organization's risk appetite, risk tolerances and business profile.

(ii)    ALM lays down the framework to ensure that the insurer invests in a manner which would enable it to meet its cash flow needs and capital requirements at a future date to mitigate liquidity risk and solvency stipulations.

(iii)    The functions of the Risk Management Committee in respect of ALM shall include:

(a)    Setting the insurer's risk/reward objectives and assessing policyholder expectations.

(b)    Quantifying the level of risk exposure (eg. market, credit and liquidity) and assessing the expected rewards and costs associated with the risk exposure.

(c)    Formulating and implementing optimal ALM strategies and meeting risk-reward objectives at both product and enterprise level.

(d)    Ensuring that liabilities are backed by appropriate assets and manage mismatches between assets and liabilities to ensure they remain within acceptable monitored tolerances for liquidity, solvency and the risk profile of the entity.

(e)    Monitoring risk exposures at periodic intervals and revising ALM strategies where required. Reviewing, approving and monitoring14 systems, controls and reporting used to manage balance sheet risks including any mitigation strategies.

(f)    Regular review and monitoring of mismatch between assets and liabilities and the acceptable tolerance limits for mismatch, if any.

(g)    Ensuring that management and valuation of all assets and liabilities comply with standards, prevailing legislation and internal and external reporting requirements.

(h)    Submitting the ALM information before the Board at periodic intervals. Annual review of strategic asset allocation.

(i)    Reviewing key methodologies and assumptions

including actuarial assumptions, used to value assets and liabilities

(j)    Managing capital requirements at the insurer level using the regulatory solvency requirements

(k)    Reviewing, approving and monitoring capital plans and related decisions over capital transactions (e.g. dividend payments, acquisitions, disposals, etc).

2. Reviewing the reinvestment decisions of matured investments considering the duration of liabilities.

Composition : In terms of the provisions of the Act, the Risk Management Committee shall have minimum three members with majority of them being members of the board of Directors, including at least One Independent Director. The quorum for a meeting of the Risk Management Committee shall be either two members or one third of the members of the committee, whichever is higher, including at-least one member of the board of Directors in attendance.

The meetings of the Risk Management Committee shall be conducted in such a manner that on a continuous basis not more than one hundred and eighty days shall elapse between any two consecutive meetings.

The Risk Management Committee met four (4) times during the year under review on 29th May 2023, 28th July 2023, 07th November 2023 and 09th February 2024.

Attendance of Members of the Risk Management Committee:

¹    Ms Neerja Kapur ceased to be a member of the Committee w.e.f 30th April 2024

²    Mr A S Rajeev ceased to be a member of the Committee w.e.f. 23rd February 2024

³    Mr Titus Francis Maliakkel, Ms Smita Srivastava and Ms. Akani Devi became a member of the Committee w.e.f. 16th May 2023

As per IRDAI Guidelines, Mr Sharad S Ramnarayanan, Mr Amit Misra, Chief Risk Officer were present in all meetings of the Risk Management Committee held during the year.

? POLICYHOLDERS PROTECTION & GRIEVANCE REDRESSAL & CLAIMS MONITORING COMMITTEE:

Terms of Reference :

The following terms shall be as per “Master Circular on

Corporate Governance for Insurers, 2024”:

The functions and responsibilities of the PPGR&CM Committee,

at the minimum, is to:

a) Adopt standard operating procedures to treat the customer fairly including time frames for policy and claims servicing parameters and monitoring implementation thereof.

(b)    Establish effective mechanism to address complaints and grievances of policyholders including mis-selling by intermediaries.

(c)    Put in place a framework for review of awards given by Insurance Ombudsman/Consumer Forums. Analyse the root cause of customer complaints, identify market conduct issues and advise the management appropriately about rectifying systemic issues, if any.

(d)    Review all the awards given by Insurance Ombudsman/ Consumer Forums remaining unimplemented for more than Thirty (30) days with reasons therefor and report the same to the Board for initiating remedial action, where necessary.

(e)    Review the measures and take steps to reduce customer complaints at periodic intervals.

(f)    Ensure compliance with the statutory requirements as laid down in the regulatory framework.

(g)    Provide details of grievances at periodic intervals in such formats as may be prescribed by the Authority.

(h)    Ensure that details of insurance ombudsmen are provided to the policyholders.

(i)    Ensure that there is a Grievance Redressal officer in place who shall be responsible for grievance redressal and whose details are shall be made available at the website.

(j)    Review of Claims Report, including status of Outstanding Claims with ageing of outstanding claims.

(k)    Review Repudiated claims with analysis of reasons.

(l)    Review status of settlement of other customer benefit payouts like Surrenders, Loan, Partial withdrawal requests etc.

(m)    Review the settlement of unclaimed amounts on quarterly basis, including the number and amounts of claims. Also, review the steps taken to reduce unclaimed amounts by identifying policyholders or beneficiaries and creating awareness in accordance with the Standard operating procedure/policy approved by the committee.

(n)    The Board shall review the status report on policyholders' protection issues, submitted by the Committee, in each of its meeting.

Composition: In terms of Corporate Governance Guidelines issued by IRDAI, the Policyholders Protection & Grievance Redressal & Claims Monitoring Committee comprises of six (6) Members, out of which two (2) are Non-Executive Independent Directors, one (1) is Whole-Time Director, two (2) are Executive Directors and one (1) is Policyholder Representative. Committee is chaired by Mr. Surender Kumar Agarwal, NonExecutive Independent Director. The Policyholders Protection Committee met five (5) times during the year under review on 29th May 2023, 28th July 2023, 11th August 2023, 07th November 2023 and 09th February 2024

Attendance of Members of the Policyholders Protection & Grievance Redressal & Claims Monitoring Committee:

¹    Ms Neerja Kapur ceased to be a member of the Committee w.e.f 30th April 2024

²    Mr A S Rajeev ceased to be a member of the Committee w.e.f.

23rd February 2024

³ Mr Titus Francis Maliakkel and Ms. Smita Srivastava became a member of the Committee w.e.f. 16th May, 2023

* NOMINATION & REMUNERATION COMMITTEE:

Terms of Reference :

1.    formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial personnel and other employees;

1A) For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an independent director. The person recommended to the Board for appointment as an independent director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may:

a.    use the services of an external agency, if required;

b.    consider candidates from a wide range of backgrounds, having due regard to diversity; and

c.    consider the time commitments of the candidates.

2.    formulation of criteria for evaluation of performance of independent directors and the board of directors;

3.    devising a policy on diversity of board of directors;

4.    identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the board of directors their appointment and removal. ⁷

of the independent director, on the basis of the report of performance evaluation of independent directors.

6. recommend to the board, all remuneration, in whatever form, payable to senior management.

The following additional terms shall be as per “Master Circular on Corporate Governance for Insurers, 2024” :

1. The Nomination and Remuneration Committee shall scrutinize the declarations of intending applicants before the appointment/ reappointment/ election of directors by the shareholders at the General Meetings.

In case of insurers, where the appointment of Directors and KMPs is governed by the specific acts/rules/ regulations/instructions of the Government of India, such insurers shall comply with the same.

Composition: In terms of provisions of the Act and Listing Regulations the NRC Committee shall constitute of atleast 3 Directors. All shall be non-executive Directors and at least 50% shall be independent Directors. In case of entity having outstanding SR Equity shares, it shall consist of 2/3rd Independent Directors. The Chairperson of the Committee shall be Independent Director. The Chairperson of Listed Entity whether Executive or non-executive can be member but can't be Chairperson of this Committee.

In terms of provisions of the Act and Listing Regulations, the Board Nomination and Remuneration Committee comprises of Four (4) Members, out of which Three (3) are Non-Executive Independent Director, one (1) is Government Nominee Director. The Board Nomination and Remuneration Committee is chaired by Mr. R. K. Das, Non-Executive Independent Director. The composition of the Board Nomination and Remuneration Committee is given below along with the attendance of the Members. The Board Nomination and Remuneration Committee met Five (5) times during the year under review on 29th May 2023, 28th July 2023, 1st September 2023, 7th November 2023 and 10th January 2024.

Attendanc e of Members of the Nomination & Remuneration Committee:

¹    Mr A S Rajeev ceased to be a member of the Committee w.e.f 23th February 2024

²    Ms. Akani Devi became a member of the Committee w.e.f. 16th May 2023

? CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

Terms of Reference:

1.    To formulate and recommend to the Board, a Corporate Social Responsibility Policy (CSR Policy), which shall indicate a list of CSR projects or programs which a Company plans to undertake falling within the purview of the Schedule VII of the Companies Act, 2013, as may be amended.

2.    To recommend the amount of expenditure to be incurred on each of the activities to be undertaken by the Company, while ensuring that it does not include any expenditure on an item not in conformity or not in line with activities which fall within the purview of Schedule VII of the Companies Act, 2013.

3.    To approve the Annual Report on CSR activities to be included in the Director's Report forming part of the Company's Annual Report and Attribute reasons for short comings in incurring expenditures.

4.    To monitor the CSR policy of the Company from time to time.

5.    To institute a transparent monitoring mechanism for implementation of the CSR Projects or programs or activities under taken by the Company.

6.    The CSR Committee shall formulate and recommend to the Board, an annual action plan in pursuance of its CSR policy.

7.    To oversee and monitor Sustainability activities including ESG and BRSR initiatives undertaken by the Company, related disclosures, review its performance thereon and advice on related matters.

8.    To review and monitor matters related to Sustainability such as the ESG Report Business Responsibility and Sustainability Report (BRSR), Policy on Environment Management.

Composition: As per Section 135 of the Companies Act, 2013, the Corporate Social Responsibility Committee of the Board shall comprise of 3 or more Directors, out of which 1 Director shall be Independent Director. The Committee met Six (6) times during the year on 20th April 2023, 29th May 2023, 28th July 2023, 7th November 2023, 9th February 2024 and 21st March 2024. The names of the Directors and their attendance at Meetings during the year are set out in the following table: In terms of provisions of the Act, CSR Committee comprises of five (5) Members, out of which, one (1) is Whole Time Director, three (3) are Non-Executive Independent Director and one (1) is Executive Directors. The composition of CSR Committee is given below along with the attendance of the Members.

¹    Ms Neerja Kapur ceased to be a member of the Committee w.e.f. 30th April 2024

²    Mr A S Rajeev ceased to be a member of the Committee w.e.f. 23rd February 2024

³    Ms Akani Devi became a member of the Committee w.e.f. 21st March, 2024

⁴    Ms Smita Srivastava became a member of the Committee w.e.f. 16th May, 2023

? STAKEHOLDERS RELATIONSHIP COMMITTEE:

Terms of Reference :

1.    The Committee shall consider and resolve the grievances of the security holders of the listed entity including complaints related to transfer of shares, non-receipt of annual report and non-receipt of declared dividends.

2.    Investigating complaints relating to allotment of shares, approval of transfer or transmission of shares, debentures or any other securities;

3.    Listing of securities on the stock exchanges and redemption of securities;

4.    To review shareholding pattern of the Company;

5.    Allotment of shares and securities, approval of transfer or transmission of shares, debentures or any other securities;

6.    Approve consolidation, split/sub-division of share certificates, transfer of shares, transmission of shares, issue of duplicate share certificates, rematerialization of shares, etc.

7.    Review of measures taken for effective exercise of voting rights by shareholders.

8.    Review of adherence to the service standards adopted by the listed entity in respect of various services being rendered by the Registrar & Share Transfer Agent. ⁸ annual reports/statutory notices by the shareholders of the company.

10.    To appoint/remove Registrars and Transfer Agents;

11.    Review and take on record the internal audit reports of the Registrar and Transfer Agents, if any, from time to time.

12.    Carrying out any other function as may be decided by the Board or prescribed under the Companies Act, 2013, SEBI (LODR) 2015, or by any other regulatory authority.

Composition: In terms of provisions of the Act and Listing Regulations, the Stakeholders Relationship Committee comprises of six (6) Members, out of which three (3) are NonExecutive Independent Director, one (1) is a Whole Time Director and two (2) are Executive Director. The Stakeholders Relationship Committee is chaired by Mr. Ratan Kumar Das, Non-executive and Independent Director of the Company. The composition of the Stakeholders Relationship Committee is given below along with the attendance of the Members. The Stakeholders Relationship Committee met Four (4) times during the year under review on 29th May 2023, 28th July 2023, 7th November 2023, 9th February 2024.

Attendance of Members of the Stakeholders Relationship Committee:

¹    Ms Neerja Kapur ceased to be a member of the Committee w.e.f 30th April 2024

²    Mr A S Rajeev ceased to be a member of the Committee w.e.f. 23rd February 2024

³    Ms Akani Devi, Mr. Titus Francis Maliakkel and Ms. Smita

Srivastava became a member of the Committee w.e.f. 16th May 2023

During the year, the Company/its Registrar received the following complaints from SEBI/Stock Exchanges/Depositories which were resolved within the time frame laid down by SEBI: