Duty of Syndicate to appoint recognised accountant in each year
1. Every syndicate shall, in annual general meeting, appoint a recognised accountant for the following purposes:
(a) the solvency audit required by paragraph 3 of the Solvency and Reporting Byelaw (No. 5 of 2007);
(b) the annual audit of the underwriting year accounts, and every personal account or syndicate MAPA account pursuant to paragraph 8 to the Syndicate Accounting Byelaw (No. 8 of 2005); or
(c) reporting to the Council pursuant to [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Reports].
Audit Arrangements Byelaw, paragraph 2(1)
2. Every syndicate shall, in annual general meeting, appoint a recognised accountant on or before the relevant date in each year, to hold office from the relevant date in that year until the relevant date in the following year.
Audit Arrangements Byelaw, paragraph 2(2)
3. No appointment need be made under sub-paragraph (2) in respect of a syndicate in the year in which the first appointment of a recognised accountant of the syndicate is made under [paragraph 1 of Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Appointment of recognised accountants].
Audit Arrangements Byelaw, paragraph 2(3)
4. For the purposes of this paragraph, ‘‘annual general meeting’’ means a meeting called pursuant to the provisions of paragraph 2(1)(a) of the Syndicate Meetings Byelaw (No. 11 of 1994).
Audit Arrangements Byelaw, paragraph 2(4)
5. Any member of a syndicate intending to propose, at an annual general meeting, any person or persons as a recognised accountant shall give the managing agent of that syndicate not less than 21 days’ written notice of such intention and of the identity of the person or persons he intends so to propose.
Audit Arrangements Byelaw, paragraph 2(5)
6. Any appointment of a recognised accountant shall include the provisions set out in [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Contents of Recognised Accountant Undertaking] and [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Terms of Appointment].
Audit Arrangements Byelaw, paragraph 2(6)
7. (i) A syndicate auditor shall not seek any provision from the managing agent of a syndicate for which it carries out its duties as syndicate auditor exempting the auditor or any employee of the auditor from, or indemnifying it or any employee against, any liability which by virtue of any rule of law would otherwise attach to the auditor in respect of any negligence, default, breach of duty or breach of trust of which the auditor may be guilty in relation to the syndicate.
(ii) Sub-paragraph (i) shall not prevent the auditor:
(a) from seeking insurance from the managing agent against any such liability;
or
(b) seeking indemnity from the managing agent against the liability incurred in defending any proceedings (whether civil or criminal) in which judgment is given in the auditor’s favour or the auditor is acquitted.
Audit Arrangements Byelaw, paragraph 2(7)
Duty of underwriting agent to appoint recognised accountant as auditor
1. For its financial year commencing on or after 1 January 2000 and for each financial year thereafter every underwriting agent shall appoint a recognised accountant as auditor in accordance with, for the purposes of, and with the duties set out in, Chapters 1-3 of Part 16 of the Companies Act 2006, [paragraph 8 in Consolidated Requirements Part 2 > Core Activities and Roles > Underwriting > Financial resources, financial returns and auditors], and [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Reports].
Audit Arrangements Byelaw, paragraph 3(1)
2. Any appointment of a recognised accountant as auditor shall include the provisions set out in [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Contents of Recognised Accountant Undertaking] and [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Terms of Appointment].
Audit Arrangements Byelaw, paragraph 3(2)
3. (i) A recognised accountant appointed pursuant to this paragraph shall not seek any provision from the underwriting agent for which it carries out its duties exempting the recognised accountant or any employee of the recognised accountant from, or indemnifying it or any employee against, any liability which by virtue of any rule of law would otherwise attach to the recognised accountant in respect of any negligence, default, breach of duty or breach of trust of which the auditor may be guilty.
(ii) Sub-paragraph (i) shall not prevent the recognised accountant;
(a) from seeking insurance from the underwriting agent against any such liability; or
(b) seeking indemnity from the underwriting agent against the liability incurred in defending any proceedings (whether civil or criminal) in which judgment is given in the recognised accountant’s favour or the auditor is acquitted.
Audit Arrangements Byelaw, paragraph 3(3)
Restrictions on appointment as recognised accountant
1. The Council may impose such conditions and requirements or grant such exemptions as it thinks fit in relation to the appointment of a recognised accountant, whether applying to the recognised accountant, syndicate or underwriting agent concerned or all of them, and may from time to time during the currency of any appointment vary or revoke any condition or requirement or impose additional conditions or requirements.
Audit Arrangements Byelaw, paragraph 4(1)
2. Without prejudice to the foregoing, any conditions and requirements prescribed under [paragraph 1 above]:
(a) may impose requirements which are absolute or which are to vary from time to time by reference to such factors as are specified in or determined in accordance with such conditions and requirements;
(b) may contain incidental, supplementary and transitional provisions.
Audit Arrangements Byelaw, paragraph 4(2)
Resignation and removal of recognised accountants
1. A recognised accountant may resign from his office by depositing a notice in writing to that effect at the registered office of the managing agent of the syndicate or underwriting agent, as the case may be. The notice shall operate to terminate his office on the date the notice is deposited or on such later date (not being more than 60 days from the deposit of the notice) as may be specified therein.
Audit Arrangements Byelaw, paragraph 5(1)
2. A recognised accountant depositing a notice under [1.] above shall at the same time send a copy of the notice to the Society.
Audit Arrangements Byelaw, paragraph 5(2)
3. An underwriting agent may at any time, after giving to the Society and the recognised accountant at least 21 days’ notice in writing of its intention to do so, remove any recognised accountant from office.
Audit Arrangements Byelaw, paragraph 5(3)
4. Where notice has been given in accordance with [3. above], the underwriting agent shall take into account any representations made by or on behalf of or in support of the recognised accountant concerned within such notice period. After taking into account such representations, the underwriting agent shall decide whether to:
(a) withdraw the notice of removal; or
(b) take no action;
and shall notify the recognised accountant of its decision.
Audit Arrangements Byelaw, paragraph 5(4)
5. The removal of a recognised accountant under [3. above] shall not have effect unless the relevant members of the syndicate in question and the recognised accountant as auditor of the syndicate have been given not less than 21 days’ notice in writing by the managing agent of the grounds for such removal.
Audit Arrangements Byelaw, paragraph 5(5)
6. Subject to [7. below], if during his term of office a recognised accountant becomes to his knowledge disqualified by virtue of the conditions and requirements so prescribed pursuant to [1. in Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Restrictions on appointment] from continuing to hold the office of recognised accountant, he shall thereupon vacate his office, and he shall give notice in writing that he has done so, specifying the ground of the disqualification, to the managing agent of the syndicate or underwriting agent and to the Society.
Audit Arrangements Byelaw, paragraph 5(6)
7. Sub-paragraph [6. above] shall not apply until the expiry of two months after the date of his becoming disqualified and the recognised accountant or the underwriting agent concerned may during that period of two months apply to the Council for an exemption pursuant to [1. in Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Restrictions on appointment].
Audit Arrangements Byelaw, paragraph 5(7)
8. If to the knowledge of the managing agent of the syndicate or underwriting agent concerned:
(a) a recognised accountant during his term of office becomes disqualified under [1. in Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Restrictions on appointment] from continuing to hold the office of recognised accountant of that syndicate; and
(b) the recognised accountant has not vacated his office in accordance with [6. and 7. above];
the underwriting agent shall by written notice to such recognised accountant, specifying the ground of the disqualification, forthwith remove him from office, and shall forthwith give notice in writing of the removal to the Society.
Audit Arrangements Byelaw, paragraph 5(8)
Rights and duties of recognised accountants on resignation or removal
1. Where a recognised accountant ceases to hold or resigns his office under [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Resignation and Removal] he shall deposit at the registered office of the managing agent of the syndicate concerned or underwriting agent, a notice in writing containing either:
(a) a statement of any circumstances connected with his removal or resignation, which he considers should be brought to the attention of the members of the syndicate or company or partnership, as the case may be; or
(b) a statement that there are no such circumstances as aforesaid;
and shall at the same time send a copy of the notice to the Society.
Audit Arrangements Byelaw, paragraph 6(1)
2. An underwriting agent which receives a notice under [1.] above shall within 14 days of receipt send a copy of the notice to each relevant member and to the Society.
Audit Arrangements Byelaw, paragraph 6(2)
3. A recognised auditor shall not without the prior written consent of the Council act both as syndicate auditor for a syndicate and as auditor of the managing agent of that syndicate.
Audit Arrangements Byelaw, paragraph 14A
Appointment of recognised accountants
1 Where a managing agent commences underwriting on behalf of the members of a newly formed syndicate, it shall as soon as practicable thereafter appoint a recognised accountant, to hold office as syndicate auditor until the relevant date in the following year.
Audit Arrangements Byelaw, paragraph 7(1)
2. Where:
(a) a recognised accountant resigns from or vacates his office; or
(b) an underwriting agent removes a recognised accountant from office;
and as a consequence there is no recognised accountant concerned continuing in office, the underwriting agent or Lloyd’s broker shall within 42 days appoint a new recognised accountant to hold office until the next relevant date.
Audit Arrangements Byelaw, paragraph 7(2)
Disclosure of information
1. Every underwriting agent shall allow the recognised accountant a right of access at all times to its accounting and other records.
Audit Arrangements Byelaw, paragraph 8(1)
2. Every underwriting agent and every partner in or director or compliance officer of an underwriting agent shall provide to the recognised accountant such information and explanations as the recognised accountant thinks necessary for the performance of his duties.
Audit Arrangements Byelaw, paragraph 8(2)
3. If a recognised accountant has not obtained all the information and explanations which, to the best of his knowledge and belief, are necessary for the purposes of his reports under this byelaw, he shall state that fact in the report which he makes.
Audit Arrangements Byelaw, paragraph 8(3)
4. No underwriting agent, partner in or director or compliance officer of an underwriting agent shall fail to give to a recognised accountant any information required by him pursuant to [2.] above, or shall in giving or purporting to give any information or explanation which the recognised accountant so requires, or is entitled so to require, knowingly or recklessly make a statement which is misleading, false or deceptive in a material particular.
Audit Arrangements Byelaw, paragraph 8(4)
5. References in this paragraph to a recognised accountant include a person carrying out a further examination pursuant to a direction given under [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Reports].
Audit Arrangements Byelaw, paragraph 8(5)
Reports
1. Subject to [paragraph 2 below] if in any case it appears to the Council that there is good reason to do so, the Council may upon reasonable notice direct that any underwriting agent(s) commission a written report from a relevant syndicate’s or underwriting agent’s recognised accountant on such subject and in such form as the Council directs.
Audit Arrangements Byelaw, paragraph 9(1)
2. Any underwriting agent directed to commission a report pursuant to [paragraph 1 above] shall make freely available to the relevant recognised accountant all information, documents or other material relating to such report, give them reasonable facilities in his premises for the purpose of examining such documents or other material and permit them to copy any such documents or material in its premises or elsewhere.
Audit Arrangements Byelaw, paragraph 9(2)
3. The Council may, if it is satisfied that circumstances so justify, require any managing agent who has been directed to commission a report pursuant to [paragraph 1 above] to pay or make a contribution towards any costs incurred or in connection with such report.
Audit Arrangements Byelaw, paragraph 9(3)
Powers of Council
1. Where there has been a breach of the requirements of [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Syndicates’ duty to appoint], [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Underwriting agents’ duties to appoint], [or] [paragraphs 1 or 2 of [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants > Appointment of recognised accountants], the Council may give such directions as the circumstances may appear to it to require, including without limitation a direction that within a specified period the underwriting agent appoint as recognised accountant such person or persons, to hold office for such period, as it may specify. The underwriting agent shall comply with any such direction, and shall give immediate notice of any appointment made pursuant to it to each relevant member and to the Society.
Audit Arrangements Byelaw, paragraph 10(1)
2. If an underwriting agent does not comply within the specified period with a direction to appoint a specified person or persons as recognised accountant given under [paragraph 1 above], the Council shall be deemed to be authorised to make the appointment on behalf of the underwriting agent.
Audit Arrangements Byelaw, paragraph 10(2)
3. A recognised accountant appointed under, or pursuant to a direction given under, this paragraph may not be removed before the expiry of his term of office without the prior written consent of the Council.
Audit Arrangements Byelaw, paragraph 10(3)
4. The Council may direct any executive of an underwriting agent to furnish to it any such information and explanations as it may require with respect to or in connection with any of the matters mentioned in [Consolidated Requirements Part 2 > General Operational Matters > Audit Arrangements > Recognised Accountants], and for that purpose may on reasonable notice require any such executive to attend before the Council or any person authorised by the Council for that purpose.
Audit Arrangements Byelaw, paragraph 10(4)