UNIVERSAL REGISTRATION DOCUMENT 2023
3 CORPORATE GOVERNANCE AND INTERNAL CONTROL Major contracts
The reinsurance of the regional mutuals by Groupama Assurances Mutuelles is intended, through an internal pooling of risks, to give each mutual, within its district, underwriting capabilities equivalent to those enjoyed by a single company covering the entire territory. It also limits the use of outside reinsurance to what would be needed by such a company. In order to achieve this objective, the regional mutuals are reinsured within a common framework set by general regulations and not by individual reinsurance treaties. This agreement, which was designed a long time ago, is based permanent founding principles that have outlasted the reinsurance exclusively with Groupama Assurances Mutuelles; ❯ the reinsurance conditions laid down by the agreement are developed by consultative bodies whose members are from Groupama Assurances Mutuelles and all the mutuals. These conditions are valid and apply to all the regional mutuals; ❯ shared future amongst the mutuals and their internal reinsurer: all risks without exception are subject to outward reinsurance particularly as quota share outward reinsurance, which enables Groupama Assurances Mutuelles to participate in the business growth of the mutuals, including in those divisions where reinsurance is not technically indispensable (health insurance, for example); in consideration, Groupama Assurances Mutuelles automatically provides the mutuals with reinsurance when they embark on new, less well ‑ known ventures (multi ‑ risk crop insurance, long ‑ term care insurance, etc.) by calculating the insurance terms and conditions regardless; ❯ adjustments made to it over time. These permanent principles are: Any modification of the structuring parameters of the reinsurance agreement and its appendices must be the subject of a written amendment approved by the regional mutuals and Groupama Assurances Mutuelles according to the following procedure: retrocession to the regional mutuals by Groupama Assurances Mutuelles of a portion of the general profit/loss from its inward reinsurance business, which reduces the need for reinsurance outside the Group and involves all the mutuals in balancing the outward reinsurance business with Groupama Assurances Mutuelles. ❯ proposed amendments are examined by a reinsurance commission consisting of managing Directors and a reinsurance working group consisting of operational representatives of Groupama Assurances Mutuelles and the regional mutuals; ❯
The amendments made to the reinsurance agreement in recent decades were prompted by multiple factors: lastly, they are presented by the Groupama Assurances Mutuelles Chief Executive Officer to the meeting of the Groupama Assurances Mutuelles Board of Directors, which is as asked to approve the proposed amendments by a simple majority vote, after seeking the recommendations of the Audit and Risk Management Committee. ❯ changes in the structure of the mutuals (successive combinations, opening up the membership and takeover of the non ‑ agricultural risk portfolio previously managed by the subsidiary SAMDA) that changed their size and therefore their holding capacity; or ❯ certain risk categories (major weather ‑ related events, imbalance in industrial risks, etc.) required greater empowerment of the mutuals in terms of underwriting control and the costs of claims by increasing their holdings in those areas; or ❯ modification of the Group’s external protections, which led to increased pooling between the regional mutuals and Groupama Assurances Mutuelles through internal retrocession. ❯ the reinsurance agreement covers all the risks underwritten by the regional mutuals; in order to take account of their specific characteristics in terms of protection needs, all the risks are classified in such a way as to differentiate between the solutions provided through reinsurance; ❯ the reinsurance agreement is a coherent and balanced whole that must be assessed in terms of its intended purpose and overall effects and not by isolating any one of its components from this context; in any event, this approach of placing the agreement in perspective is not opposed to a segmented, technical attitude to risks and to the reinsurance terms associated with them; ❯ the Internal Reinsurance terms currently applicable are the result of amendments made over time to make this system fully effective in terms of its economic purpose of offsetting and controlling risks; ❯ the ongoing pursuit of this purpose has resulted in involving Groupama Assurances Mutuelles in the insurance business of the Groupama regional mutuals in a balanced and controlled way. ❯ In summary: subject to approval by the Chief Executive Officer of Groupama Assurances Mutuelles, they are submitted for the agreement of the Chief Executive Officers of the regional mutuals; ❯
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Universal Registration Document 2023 GROUPAMA ASSURANCES MUTUELLES
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