ICICI Lombard Anualreportfy2021

REIMAGING INSURANCE
ANNUAL REPORT
2020-21
INDEX
Corporate Overview
Basis and Adoption of Integrated Reporting 02 Shared Services 65
Reimaging Insurance 03 Human Capital 71
India’s Leading Private General Insurer 05 Corporate Social Responsibility 76
Our Financial Performance 08 Our Approach to ESG 79
Awards and Accolades 09
Our Performance across the Six Capitals 11
Message from the Chairman 13 Statutory Report
Message from the Managing Director 15 Directors’ Report 83
Board of Directors 18 Corporate Government Report 90
Leadership Team 20 Secretarial Auditor’s Report 126
Corporate Information 21 Management Discussion & Analysis Report 143
Delivering Value to our Stakeholders 22
Our Business Model 24
The Operating Environment in FY2021 27 Financial Statements
Stepping up in Tough Times 30
Our Strategy in Action 35 Management Report 157
Stakeholder Perspectives 38 Independent Auditor’s Report 166
Addressing Material Issues 40 Independent Auditor’s Certificate 174
Enterprise Risk Management - Framework & Approach 43 Balance Sheet 176
Risk Management Assessment on COVID-19 47 Profit and Loss Account 177
Reserving Disclosures 49 Revenue Account 178
Corporate Solutions Group 53 Schedules 180
Government and Rural Business Groups 59 Receipts and Payment Account 238
Retail Group 61 Glossary 240
Feedback
For any questions or feedback regarding this Integrated Annual Report or its content,
please write to [email protected]
Forward-looking Statements
The report contains statements that relate to the Company’s future operations and performance. These statements can be
identified by the usage of words such as ‘believes’, ‘estimates’, ‘anticipates’, ‘expects’, ‘intends’, ‘may’, ‘will’, ‘plans’, ‘outlook’
and other words of similar meaning in connection with a discussion of future operating or financial performance.
These forward-looking statements are dependent on assumptions, data or methods that may be inaccurate or imprecise and
hence are not guarantees of future operating, financial and other results. They constitute our current expectations based on
reasonable assumptions. The Company’s actual results could materially differ from those projected in any forward-looking
statements due to various future events, risks, and uncertainties some of which are beyond our control. The Company does
not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, future
events or otherwise.
01 ICICI Lombard General Insurance Company Limited

1 Corporate Overview 2 Statutory Reports 3 Financial Statements
BASIS AND ADOPTION OF INTEGRATED REPORTING

Our Approach Reporting Period, Scope and Boundary
Integrated Reporting (<IR>) based on the framework of The Report covers the key statutory financial information
International Integrated Reporting Council (IIRC) has and activities of the Company in FY2021. All material
emerged as a global best practice for corporate reporting. events, after March 31, 2021 until the Board approved the
We have aligned ourselves to this trend and FY2021 is Report as on July 8, 2021 have been included.
our third year of such reporting. Comparative figures and notable events of past years
have been reported to provide a holistic view to
Through <IR>, we intend to provide our stakeholders with stakeholders.
an all-inclusive depiction of our value creation process
using both qualitative and quantitative information across Approach to Materiality
financial and non-financial resources. We provide insights We have identified imminent issues that are material to
into our strategy, matters that are material to us, and the our operations, along with their possible impact on our
challenges and associated risks in achieving our value creation, to enable investors and other stakeholders
long-term objectives in context of the external operating take informed decisions on their engagement with the
environment. Certain <IR> related data in this Report may Company.
be management estimates.
Board Approval
Reporting Principle The Board, supported by the leadership team, accepts
The financial and statutory data presented in this Report responsibility for the integrity and completeness of this
comply to the requirements of the Companies Act, 2013 <IR>. The Board and the executive management in
(and the Rules made thereunder), the Insurance assistance with a dedicated reporting team have put in
Regulatory and Development Authority (Preparation of their collective minds in the preparation, presentation and
Financial Statements and Auditor’s Report of Insurance validation of information of this Report. The Board is of the
Companies) Regulations, 2002, Indian Accounting opinion that this Report provides a fair and balanced view
Standards, the SEBI (Listing Obligations and Disclosure of our performance and prospects within the <IR>
Requirements) Regulations, 2015 and the Secretarial framework. We believe this Report shows that we are
Standards. The Report is guided by the IIRC’s framework. creating sustainable value and prosperity for our
stakeholders.
Annual Report 2020-21 02

REIMAGING INSURANCE
Faster, more connected and increasingly intelligent digital journey has given us a lead in delivering innovative
technology is creating a world where everything can be products and solutions to our customers and
connected into vast data-rich intelligent ecosystems. technology-driven customer experience. More
Technology is also redefining traditional insurance importantly, the difference lies in our mindset and culture
businesses and driving smarter reinvention of workflows. – the focus on using digital solutions for our customers
and making their lives better.
At ICICI Lombard, early adoption of technology and our

We are harnessing data and

leveraging Artificial Intelligence
to design customer-centric
experiences. We are constantly
thinking beyond the obvious
and boldly pursuing new
long-term strategies that will
enable us to redefine our
customer experience journey.

INDIA’S LEADING PRIVATE GENERAL INSURER
ICICI Lombard General Insurance Company Limited is one of the leading and established private sector general insurance
companies in India. We offer our customers a comprehensive and well-diversified range of products and risk management
solutions through multiple distribution channels, with a constant focus on value enhancement.
Our Vision is Our Motto is
To be the most value-creating To provide a reliable

and admired risk solutions single-point destination for
company in India, with a varied customer requirements
global footprint. of risk solutions.
Maintaining a steadfast commitment Steered by customer-centric approach

We are committed to the values of integrity and We drive excellence in products and services and
transparency across the entire lifecycle of a maintain a relentless focus on meeting customer
customer relationship – from the policy advice stage expectations through a disciplined approach to
to renewals and claims. A holistic approach to innovation and internationally-benchmarked service
customer well-being has reinforced our reputation for quality standards. We put the needs of our
agility, approachability and accessibility. customers first to ensure consistency and quality in
each interaction.
Bolstered by robust technology infrastructure A dedicated team of employees

Our technology infrastructure is continually being We play an instrumental role in successful delivery of
enhanced to ensure the best in terms of customer our customer-centric goals by leveraging our
experience. dedicated and talented base of employees.

ORGANISATIONAL STRUCTURE AND SOLUTIONS

We deliver our products and services and cater to our stakeholders through four main business clusters:
Corporate Government & Rural Retail Shared

Solutions Group Business Group Group Services
What we do: What we do: What we do: What we do:

Provide integrated Provide insurance Provide insurance solutions Leverage support
solutions to body solutions to State and to individuals and small functions across the
corporates, small, Central governments or enterprises through multiple organisation to improve
micro and medium government-owned channels such as Agents, customer service and
enterprises enterprises and rural Brokers, Bancassurance, drive business efficiency
customers Tele-Sales, Direct Alliances,
Motor Insurance Service
Providers (MISPs) and
Online Platforms
Our solutions: Our solutions: Our solutions: Our services:

Fire Cattle Health Underwriting and Claims
Marine Weather Home Customer Relationship
Engineering Mass Health Motor Technology
Liability solutions Personal Accident Travel Operations
Employee group Motor Cyber Reinsurance
insurance Personal Accident Finance and Accounts
Cyber insurance Human Resources
Health and personal Legal and Compliance
accident Actuarial
Marketing
Business Analytics
Administration
Fraud Control
A well-balanced and comprehensive product portfolio*
Motor Own Damage
26% 9% Motor Third Party
0% Health and Personal Accident

3%
Fire
Marine
24% 16%
Crop
22% Others
*On the basis of GDPI

Our key
differentiators
for FY2021
Consistent market leadership We are one of the leading private sector non-life insurance company in
India on the basis of GDPI.
and growth
11.7% 7.0%
13-year GDPI CAGR Market share on GDPI basis
(FY2008-FY2021)
Diverse products and We have a comprehensive and diverse product portfolio and an expanding
distribution network with the aim of increasing penetration in Tier three and
multi-channel distribution
four cities in India.
59,545 Individual
Agents 840 Virtual
Offices
Excellence in customer service We leverage on Artificial Intelligence, Machine Learning, IoT, Robotics,
Process Automation and Natural Language Processing throughout the
and technology
lifecycle of the customer. We also have a dedicated and digital arm
focussed on improving the speed of delivery.
Risk management We target profitable growth by using risk selection and data analytics,
maintaining robust reserves and prudent investment management.
Capital conservation We maintain a high level of solvency as against the minimum regulatory
requirement of 1.50X.
2.90X Solvency as on
March 31, 2021
Ownership structure
(As at March 31, 2021) 51.88% Promoter
shareholding
48.12% Public
shareholding
At a glance for FY2021

₹ 143.20 Billion 21.7 Million 1.6 Million
Gross Written Premium Policies Issued Claims Settled
Network Partner Network Total Headcount
276 840 9,700 10,236

Branches Virtual Offices Garages (Including trainees)
59,545 9,307
Individual Agents (incl. POS) Hospitals

OUR FINANCIAL PERFORMANCE
FY2019 FY2020 FY2021
Revenue Growth Combined Ratio (%)

Gross Direct Premium Income (GDPI) (₹ in Billion)
144.88 98.8
133.13 100.4
140.03 99.8
Policy Issuance Claims Settled

Number of policies issued* Number of claims settled
FY2019 FY2020 FY2021 FY2019 FY2020 FY2021

26,484,078 26,222,039 21,733,076 1,567,596 1,859,816 1,631,073
*On GDPI basis
Investment Assets Profit After Tax

(₹ in Billion) (₹ in Billion)
222.31 10.49
263.27 11.94
308.92 14.73
Solvency Ratio (Times) Return on Average Equity (%)
2.24X 21.3
2.17X 20.8
2.90X 21.7

AWARDS AND ACCOLADES
Emerging Company of the Year Golden Peacock National Training
The Company has been conferred with Award
‘Emerging Company of the Year’ award at The Company has been conferred with
The Economic Times Awards for Corporate 'Golden Peacock National Training Award' for
Excellence’. The Economic Times Awards the third year in a row, and are humbled and
for Corporate Excellence are awards thrilled with this victory. This award is a
conferred by The Economic Times in the testament to the success of our efforts
field of business, corporate and pertaining to employee training and
government policies, and the economy in development practices. The award is founded
India. It is one of the most distinguished by the Institute of Directors (IOD) and
and revered platforms where winners are recognises excellence in training practices in
chosen by the eminent jury comprising of organisations.
stalwarts from diverse fields.
LearningElite Awards 2020 Kyoorius Creative Awards

The Company has won the Gold Award at the The campaign for World Heart Day 2019 has
“LearningElite Awards” for the third year in a won a big Blue Elephant at the Kyoorius
row for its employee-focussed learning and Creative Awards in the Film Craft - Animation
development practices. ICICI Lombard is the & Special Effects category. Kyoorius is one of
only insurance company in India to have won the most prestigious advertising awards
the Gold Award in both years. The presented for excellence in creativity.
‘LearningElite’ program of CLO (Chief
Learning Officer) magazine, USA, honours
the best organisations that employ exemplary
workforce development strategies, leading to
significant business results.
CSR Health Impact Awards 2020 Triple Accolades at BrandWagon Ace

The Company won three Silver Awards at the Awards 2020
coveted 4th CSR Health Impact Awards 2020. The Company’s 2019 Diwali and Women’s
These have been provided in the ‘Swacch Day videos were awarded under the ‘Best
Bharat and WASH Initiative” category for the B2C’ and ‘Best Video Ad’ category. ‘Ride to
‘Niranjali’ project; and the ‘CSR Large Safety’ CSR added yet another feather in its
COVID-19 Relief Project and CSR Health cap after it was adjudged as the ‘Best CSR
Projects (Large Corporate)’ category for the Campaign’. The BrandWagon Ace Awards
initiatives undertaken during the COVID-19 have been launched by Financial Express to
situation. CSR Health Impact Awards 2020 celebrate new-age marketing communication
with COVID-19 Edition have been designed and initiatives across different industries.
to identify the best CSR projects and
practices undertaken by corporates, targeted
towards health, hygiene and the
environment.
AFAQS DIGIES 2020 Best & Emerging Insurance Company

The Company won the Best Digital Brand Awards 2020
Video Award at AFAQS DIGIES 2020 for its The Company has been conferred with the
‘Shubh Deepawali Savdhaan’ campaign. ‘Best General Insurance Company’ Award at
the second edition of Best & Emerging
Insurance Company Awards 2020, organised
by Insurance Alertss.This forum recognises
and honours the best companies across the
insurance industry. The outcome is derived on
the basis of extensive research conducted by
the organisation.

Gold Shield Award DigiMarcom Leadership Award, 2020

The Company won the Gold Shield Award The Company won the ‘Best Digital Customer
organised by the Institute of Chartered Engagement Campaign’ award at the 3rd
Accountants of India (ICAI) for its excellence Edition of DigiMarcom Leadership Awards.
in Financial Reporting for the year 2019-20. The accolade is a recognition of the diverse
ICAI is a renowned institution which customer engagement initiatives undertaken
functions under the administrative control of by the organisation. This award platform has
the Ministry of Corporate Affairs and been created to showcase the latest
recognises best practices in the field of developments in the digital marketing space.
financial reporting.
PRSI National Awards 2020 Business Leader of the Year Award

The CSR Campaign ‘Caring Hands’ was The Company won several accolades at the
recognised under the ‘Best CSR Project for 19th Global Edition of the Business Leader of
Childcare Category’. The Company also the Year Award. The Company has also been
won an award for its ‘Restart Right conferred with the awards for ‘BFSI - General
Campaign’ under the ‘Best Communication Insurance Company of the Year Large Private
Campaign (External Publics)’ and ‘Home Sector’; ‘BFSI - Technology Initiative of the
Healthcare’ under ‘Innovation in Customer Year’; and ‘BFSI - Customer Engagement
Care during Corona Times’. Public Relations Initiative of the Year’.
Society of India (PRSI) is a national
association that promotes the recognition of
public relations as a profession. It formulates
and interprets to the public the objectives
and potential of public relations as a
strategic management function.
Customer FEST Leadership Awards LACP 2019-20 Spotlight Award

2021 The Company has been conferred with the
Our ‘Restart Right Campaign’ bagged an Gold Award for its Annual Report 2019-20. The
award in the category of ‘Best Integrated report has been adjudged amongst the Top
Media Campaign’ at the Customer FEST 100 Annual Reports worldwide. The awards
Leadership Awards 2021. The Customer are organised by the League of American
FEST Show is curated and managed by Professionals (LACP), USA, and a coveted
Kamikaze B2B Media. This is the 14th edition forum within the PR industry to facilitate
of the property, which endeavours and best-in-class communication practices.
celebrates new and innovative ways of
customer service technologies that are
changing the way of life.
FICCI Insurance Awards 2020 The Economic Times BFSI Innovation

The Company has been conferred with the Tribe-Awards and Summit 2020
award for ‘Best CSR Initiative-Non-life The Company has won two accolades at The
category’ for its ‘Ride to Safety’ campaign. Economic Times BFSI Innovation
Tribe-Awards and Summit 2020 in the category
of Customer Excellence in Insurance and
InsurTech Award 2020. The recognition was for
exemplary work done around customer service
during COVID-19 and the InstaSpect app.

OUR PERFORMANCE
ACROSS THE SIX CAPITALS
Financial Capital
Represents the funds utilised for investment and employed in the business to create value for the shareholders. We also
generate funds from surplus arising out of business operations and financing activities in the form of equity and debt.
Key Metrics
₹ 140.03 Billion ₹ 14.73 Billion 21.7% 99.8%

Revenue Profit After Tax (PAT) Return on average Combined Ratio
(Gross Direct Premium equity (RoAE)
Income)
Manufactured Capital
Represents the physical assets including branches, call-centres and equipment used for conducting operations and
serving the customers. We continually invest in these assets to enhance customer experience and achieve higher
operational efficiency.
Key Metrics
276 1,233 840

Branches Call Centre Executives Virtual Office Branches
Intellectual Capital
Represents the collective knowledge of our people and organisation gained through years of experience. We are
constantly leveraging this knowledge to strengthen our competitive advantage and ensure alignment of resources to our
strategic direction. This also represents our knowledge-based assets, digital capabilities, data and analytics and
automation that helps in product development, enhancing operational efficiency, improving customer experience and
empowering the employees. The Capital also includes specialised manpower comprising Inhouse Claims Managers -
Motor & Health and Actuarial Team.
Key Metrics
24 ₹ 7.29 Billion 1,016

New products launched Capex on technology Specialised manpower
infrastructure

Human Capital
Represents the collective knowledge, expertise, engagement, motivation and experience of our workforce that facilitates
value creation. This enables us to better serve our customers and fulfil the expectations of our stakeholders. We invest in
employees’ skill building, engagement and welfare to provide them with a safe and healthy work environment.
Key Metrics
Male: 81.7% 158,761 Hours
Female: 18.3% Training imparted to
Gender diversity employees in FY2021
Social and Relationship Capital

Represents our engagement with communities and investment made in their progress. Also represents our focus on
building long-term and trust-based relationships with business partners, customers and the society. Their collective
interest drives our growth, competitiveness and goodwill, and makes us commercially viable and socially relevant.
Key Metrics
48 ₹ 292.55 Million 4.8 Million

Net Promoter Score CSR Spend Total lives covered
1.6 Million 258,816 59,545

Claims settled Number of Shareholders Individual agents (Including POS)
Natural Capital
Represents all the renewable and non-renewable resources that we utilise for our operations, including raw materials
and water. We make these investments to ensure that our operations remain sustainable.
Key Metrics
59.4% 81 Tonnes Paper used

Reduction in 2,927 KL
electricity consumption Water harvested, meeting
9,825,876 Air Miles saved
6,052 MWh 59.4% Benefits of work from home system and
Energy used in FY2021 of Prabhadevi office’s
digital claim inspection
(Vs 14,919 MWh in FY2020) annual water requirement

Message from
the Chairperson
Dear Shareholders, The under-penetration of insurance products in India has

been red-flagged in many forums, for several years. The risk
I hope you and your loved ones are keeping safe. The second that such under-penetration presents is not just limited to few
wave of the coronavirus pandemic has been more severe and sections of the society, but the burden of this risk is borne by
scaring for many. The ripple effect of this devastation has left the entire nation. The need to scale up the reach and
people and economies struggling to get back on their feet. penetration of insurance across India’s rural and urban
Amid the gloom, ‘Hope’ has emerged as a saviour as always. populace can no more be ignored.
It is ‘hope’ that binds humanity, helping it overcome every
challenge, no matter how daunting. Further, when you Being a part of this industry endows us with a responsibility
combine ‘hope’ with ‘support’, most of the obstacles can be that is far greater than simply meeting the demand for
overcome. insurance products. As we come to realise the limitations of
the traditional insurance solutions in providing an armour
The insurance industry has played a critical role in supporting against a pandemic-like situation, there is a need to explore
efforts of humanity during times of distress, since centuries. ideas to address new age as well as pandemic risks, which
Be it man-made calamities or natural catastrophes, insurance have a much wider impact compared to regular risk events.
has been a key mechanism to compensate for the losses and
bring things back to normalcy. However, a critical issue in this The role that the pandemic has played in accelerating
journey has been the embracing of this important solution by digitisation across sectors has been spoken at length. When it
only a few. comes to the insurance industry, this journey began a while

ago. It continues to accelerate given the developments in the non-profit humanitarian contribution is integrated in the very
InsurTech space. Further, the regulatory authority, IRDAI has ethos of our Company.
been encouraging technology adoption as it works towards
creating a conducive environment for introduction of While the COVID-19 emergency is one which the world
innovative InsurTech solutions. As we look ahead, innovative hopes to tackle and solve soon, a much bigger emergency
technology-enabled solutions will find increasing usage in the has been brewing silently in the background for decades.
insurance sector. Humankind can no more pretend to ignore climate change.
And together, we need to rethink the definition of success
When we look at industry development in recent times, the and evolution. Environmental, Social and Governance (ESG)
enabling measures announced by policy makers should help metrics will serve as the new parameter to measure in
keep the momentum going. The increase in FDI limit from addition to the financial statements. We, at ICICI Lombard,
49% to 74% for insurers should help boost industry have been making sincere efforts to strengthen our ESG
development and growth in the coming years. Indian insurers initiatives, thereby moving further ahead in our vision of being
should benefit from access to large pools of capital as well as a responsible corporate citizen.
technological expertise required to scale and improve
penetration. An organisation is simply a unified identity given to a large
team of individuals playing significant roles at every level.
At ICICI Lombard, we are encouraged by these tailwinds and Our existence is defined by our employees. I take this
enabling approach. Further, we continue to be guided by our opportunity to thank our dedicated employees who have
core philosophy of being customer-centric. As such, even as gone beyond the call of duty to support our stakeholders in
we embrace technology deeper to serve customers in current every scenario.
times, our endeavour is to make technology the fulcrum of
every solution we provide. Today, our platforms can provide Even as we hope for normal times to return at the earliest, at
end-to-end self-serve experiences to our customers. At the ICICI Lombard, we are treating the current phase as a great
same time, our channel partners and employees are learning experience, the lessons of which would stay with us
equipped with relevant digital solutions to handhold our for years to come. We hope to continue strongly and swiftly in
customers ensuring service continuity and unflinching our endeavour to build a robust and sustainable business
support. while emerging as a conscientious corporate citizen inspiring
responsible change.
Going beyond our role as an insurance provider, we are
committed to serving the society through the various CSR Regards,
initiatives that we undertake throughout the year. Our
employees have joined us as volunteers driving several
Lalita D. Gupte
projects focussed at uplifting the economically unfortunate
sections of the society. By identifying critical areas of
assistance, we will continue to give back to the society. Such

Message from the
Managing Director
Dear fellow shareholder, remain steadfast and focussed on our value creation
approach for our shareholders and our brand ethos of
Hope this letter finds you and your family, safe and well. ‘Nibhaye Vaade’, thereby reaffirming our commitment to
support our customers, business associates, and the society
As I connect with you today through my annual shareholder at large, in times of need. This is the purpose of our
letter, life has come full circle. We continue to wade through existence.
a recurring pandemic, with the virus mutating into new
variants. While many thought the vaccine would be the Impact of COVID-19
panacea to all problems, issues related to supply and In our view, this pandemic will have far-reaching implications
logistics as well as concerns about efficacy against the on consumers, businesses, and the society at large. The
emerging variants, keep the on-ground situation uncertain. immediate impact and responses have been played out;
What this tells us is that we may need to navigate the crisis however, the real transformation is a journey that has just
for some more time than anticipated. More importantly, we begun. We strongly believe that the world on the other side
need to stay nimble, agile and resilient while focussing on our of this crisis is a phygital one that blends the best of the
long-term goals. physical experiences, with the convenience of the digital
tools. In our view, there is a re-assessment of risk perception
From the long-term perspective, we, at ICICI Lombard, across the globe and particularly by consumers in India,
which will fundamentally increase the demand for

comprehensive insurance and risk management solutions. Contributing to societal welfare

We believe that organisations will have to prepare for new When it comes to our contribution towards the community, we
ways of working, with hybrid working, greater choice and have always gone beyond the 2% spend requirement
flexibility to employees becoming the norm that will result in stipulated in the Companies Act 2013. To support efforts
re-designing of organisation structure, design, policies, and aimed at curtailing the spread of the virus, we collaborated
practices. We are accordingly enhancing our insurance with reputed diagnostic brands to provide free COVID-19
solutions suite to make them conveniently available and tests to over 35,000 people across the country. We also
laden with self service capabilities for our customers, further distributed over 5,000 PPE kits, masks to medical staff
automating our distribution applications for channel partners serving COVID-19 cases. and funded Indian Institute of
while transforming ourselves as an organisation for our Science, Education and Research, Pune and Tata Memorial
employees. Hospital, Mumbai for procuring COVID-19 testing equipment.
As cyclone Amphan struck the eastern parts of the country in
Leading with technology solutions May last year, we partnered with the Kolkata Traffic Police to
We have been investing in our customer facing provide ration kits to over 9,000 affected families. We also
technology-enabled solutions for over a decade. Over the donated 50 disinfectant spray machines to the authorities for
last 15 months, we further accelerated our efforts in this sanitisation of refugee shelters.
aspect, and are most encouraged by the response of our
customers. Our comprehensive wellness and insurance At the same time, we stayed on course with our regular CSR
focussed solution, IL TakeCare app benefited over 500,000 activities despite the challenges brought by the pandemic.
customers during this period. Our real-time video-based We distributed 35,000 helmets in 7 cities through our ‘Ride to
vehicle damage assessment tool, InstaSpect crossed the Safety’ platform, conducted eye check-ups for more than
milestone of one million vehicle inspections recently. This 40,000 children across the country through our ‘Caring
resulted in over 60% motor insurance claims in FY2021 Hands’ initiative and installed water purifiers and sanitiser
being serviced by InstaSpect compared to 24.5% such cases dispenser machines in 250 schools as part of our ‘Niranjali’
the year before. Our AI-powered claim settlement engine program. We embellished the medical infrastructure of few
approved over 60% group health claims within minutes. This Primary Health Care (PHC) centres and provided them with
figure was 31% in March 2020. video-based access to medical experts on a real-time basis.
Enhancing our customer-centric proposition To help you understand our efforts to build a sustainable
We also embellished our existing products, by adding business model comprehensively, we have released an ESG
benefits relevant to the current times. For instance, we report that you can refer to on our website.
allowed retention of no claim bonus even in the case of a
COVID-19 related claim. We reduced the waiting period for Complementing sustainability with long-term business
new policies from 30 days to 15 days, specifically in the case performance
of COVID-19 claims. We also launched a cashless Home Even as we responded to other stakeholders, we ensured
Healthcare benefit to facilitate claims for treatment availed at that our business performance continued to create
home. At this juncture, we would like to acknowledge the shareholder value over the long term. In line with this
proactive and enabling approach of the regulatory authority enduring approach, our GDPI rose to ₹ 140.03 billion in
(IRDAI) that allowed us to introduce these contextual and FY2021, growing at 5.4% over FY2020. PAT for the year
relevant customer benefits in a timely manner. increased to ₹ 14.73 billion, registering a growth of 23.4%.
Combined Ratio, which is a measure of profitability from core
Ensuring employee well-being operations, improved to 99.8% in FY2021 from 100.4% in
While we took multiple initiatives for customers, we also FY2020. Return on Average Equity (ROE) was at 21.7% in
ensured the safety and wellbeing of our employees. All FY2021 against 20.8% in FY2020. The solvency ratio was at
through the pandemic, we have provided support to them 2.90x, higher than the minimum regulatory requirement of
through our employee-focussed platform ‘Flexiable’. We met 1.50x.
their diverse needs including availability of requisite IT
infrastructure, while keeping their morale high through By recognising the evolving needs and demand patterns of
programs aimed at holistic wellness, driving connects across our customers, we build profound, long-lasting relationships.
teams, including families in key events etc. As the second In FY2021, we serviced 21.7 million policies, and settled over
wave emerged, we took more measures such as offering 1.6 million claims. A key measure of an insurer’s ability to
advance salaries for 2 months, sanctioning additional leaves settle claims efficiently is the claim settlement response time
for COVID-19 positive employees. We also organised free i.e. number of claims settled within 30 days. We settled
vaccination drives for employees, their families, and our 99.7% health claims in FY2021 (93.8% in FY2020) and
channel partners across the country. 94.3% motor claims within 30 days (93.2% in FY2020).

Achievements Merger with Bharti AXA GI
The awards we were honoured with stand testimony to our Speaking of spotting opportunities, we have embarked on
ethos and to the effort of our talented and dedicated one such journey with the proposed integration of Bharti AXA
employees. We won the ‘Emerging Company of the Year’ General Insurance into our business franchise. We believe
award at The Economic Times Awards for Corporate that consolidation creates value for the industry and our
Excellence. Our efforts in communicating the value we stakeholders, and we have taken a leap with this milestone
provide to our audience were recognised by various merger. As we look ahead, we are enthusiastic about our
platforms. We received accolades from Kyoorius awards, prospects given the proposed integration of Bharti AXA GI
Bandwagon Ace, AFAQS DIGIES, DigiMarcom Leadership with our business. The transaction is currently awaiting final
Awards and Customer FEST Leadership Awards. A large part nod from the regulatory authority (IRDAI). This step will not
of our success is a direct outcome of the efforts of our talent only strengthen our business growth model but also add
base and their continuous skill development. We received the meaningful scale to our capabilities and reach, enabling us to
‘LearningElite’ program of CLO magazine, USA, an honour serve our customers as one integrated ICICI Lombard team.
received by organisations that employ exemplary workforce This unification would result in an entity with a proforma
development strategies leading to significant business combined annual premium of ₹ 171.63 billion and market
results. We also won three silver awards at the coveted CSR share of nearly 8.6% (based on IRDAI Segmental report,
Health Impact Awards 2020. Period FY2021) thereby making us the country’s second
largest general insurance entity. We are confident of the
A critical aspect of customer-centricity is being transparent in success of this integration, given the high level of cultural
all aspects and ensuring complete disclosures. We won the fitment between the two brands, in terms of unity of purpose
Gold Shield Award organised by the Institute of Chartered and customer-centricity.
Accountants of India (ICAI) for excellence in financial
reporting for FY2020. We were also recognised as the ‘Best I would like to thank you for placing your trust in us and for
General Insurance Company’ by Insurance Alertss, an believing in our ability to support you in your goals.
industry focussed platform.
I wish you the best in the times to come.
Reaching the 20-year mark
I am happy to share with you that we will soon be completing
2 decades of our existence. Our consistent performance is a
Regards,
result of the robust foundation that we have built our business Bhargav Dasgupta
on over the last 20 years. We are excited to be in our twenties
and look forward to creating new benchmarks in the times to
come. Our journey so far is a validation of our
customer-centric endeavours and our ability to spot
opportunities to scale our business franchise.

BOARD OF DIRECTORS
Lalita D. Gupte Ved Prakash Chaturvedi Uday Chitale

Chairperson, Non-executive, Non-executive, Non-executive,
Independent Director Independent Director Independent Director
Suresh Kumar Ashvin Parekh Murali Sivaraman

Non-executive, Non-executive, Non-executive,
Independent Director Independent Director Independent Director

Vishakha Mulye Sandeep Batra Bhargav Dasgupta
Non-executive, Non-executive, Managing Director & CEO
Non-independent Director Non-independent Director
Alok Kumar Agarwal Sanjeev Mantri

Executive Director - Wholesale Executive Director - Retail

LEADERSHIP TEAM
Bhargav Dasgupta Alok Kumar Agarwal Sanjeev Mantri Gopal Balachandran

Managing Director & CEO Executive Director - Wholesale Executive Director - Retail Chief Financial Officer &
Chief Risk Officer
Lokanath Kar Jerry Jose Vinod Mahajan Girish Nayak

Chief Legal & Head - Human Resources Chief Investment Officer Chief Customer Service,
Compliance Officer Technology & Operations
Sanjay Datta Prasun Sarkar

Chief Underwriting, Appointed Actuary
Reinsurance & Claim and Head-Actuarial

CORPORATE INFORMATION
BOARD OF DIRECTORS INVESTMENT COMMITTEE STAKEHOLDERS RELATIONSHIP

COMMITTEE
Lalita D. Gupte Suresh Kumar
Chairperson Chairperson Suresh Kumar
Chairperson
Ved Prakash Chaturvedi Sandeep Batra
Director Ved Prakash Chaturvedi
Bhargav Dasgupta
Uday Chitale Bhargav Dasgupta
Director Vinod Mahajan
Sanjeev Mantri
Suresh Kumar Gopal Balachandran
Director
Prasun Sarkar
STRATEGY COMMITTEE
Ashvin Parekh
Director
RISK MANAGEMENT COMMITTEE Uday Chitale
Murali Sivaraman
Director Chairperson
Vishakha Mulye Lalita D. Gupte Ashvin Parekh

Chairperson
Director
Vishakha Mulye
Sandeep Batra Ved Prakash Chaturvedi
Director
Bhargav Dasgupta
Uday Chitale
Bhargav Dasgupta Suresh Kumar
Managing Director & CEO STATUTORY AUDITORS
Ashvin Parekh
Alok Kumar Agarwal
Executive Director - Wholesale Vishakha Mulye Chaturvedi & Co.
Chartered Accountants
Sanjeev Mantri Bhargav Dasgupta
Executive Director - Retail PKF Sridhar & Santhanam
LLP
POLICYHOLDERS PROTECTION Chartered Accountants
COMMITTEE
BOARD NOMINATION &
REMUNERATION COMMITTEE
Ashvin Parekh SECRETARIAL AUDITORS
Chairperson
Uday Chitale
Chairperson Ved Prakash Chaturvedi Dholakia & Associates LLP
Lalita D. Gupte Uday Chitale
Ashvin Parekh Murali Sivaraman COMPANY SECRETARY
Sandeep Batra Bhargav Dasgupta
Vikas Mehra
AUDIT COMMITTEE CORPORATE SOCIAL
RESPONSIBILITY COMMITTEE
Ashvin Parekh
Chairperson Uday Chitale
Chairperson
Lalita D. Gupte
Uday Chitale Ved Prakash Chaturvedi
Murali Sivaraman Murali Sivaraman
Sandeep Batra Bhargav Dasgupta

DELIVERING VALUE TO OUR STAKEHOLDERS
ICICI Lombard aims to contribute to its safe, secure and sustainable future by keeping technology at the core of all its strate-
gies. We deliver sustainable value to all our stakeholders by compounding equitable growth for them and creating an
environment for them to thrive. Through our insurance products and services, we also support climate change mitigation and
adaptation efforts of our customers, including the spread of renewable energies.
Creating value through

Principal activities Strong and sustainable revenue streams
Sustaining value through

• Our vision, mission, ethos and • Governance framework and • Risk management and
Vishvas policy policies opportunities
• Stakeholder engagement and • Focus on ESG and • Employee-friendly practices

material issue management Sustainability, Business
Responsibility and
Corporate Social Responsibility
• Responsible underwriting and
investment activities
Delivering value through
Customised and tech-enabled solutions By engaging with customers and supporting

them in their hour of need
Employees who are continuously upskilled and Consistent financial performance and creating
stay motivated long-term wealth for investors by:
• Regularly contributing to national and state
exchequer
• Making responsible use of environment and
natural resources

Our Value Creation Model
CLAIM
Development of Efficient Disciplined Efficient customer Prudent

relevant and distribution of underwriting and service and claim investment
innovative solutions solutions reinsurance settlement strategy
Using experience and Using multiple Practicing Improving services Investing funds
knowledge to channels to ensure disciplined and adopting digital generated into a
understand risks and widespread underwriting and technologies for broad portfolio
to develop and price distribution through reinsurance, efficient claim encompassing debt,
products on that basis online and offline supported by strong settlement, while equity and AIFs to
platforms processes and tools offering platforms to result in risk adjusted
to maintain business service customer and superior returns,
quality and strength queries and maintaining
and to minimise risk enough liquidity to
meet client
obligations
Our Principal Business Activities
Insurance Activities
L Investment Activities
• Business Groups • Fixed Income Investments

• Service Groups • Equity Investments
• Support Groups • Alternative Asset Investments

BUSINESS MODEL
INPUTS FY2021
1
Financial Capital
Total Capital Employed - Equity (Share Capital + Share Premium) ₹ 20.38 Billion
Total Capital Employed - Subordinated Debt ₹ 4.85 Billion
1
Capex for New Offices and Branches ₹ 4.79 Billion
Call Centre Facilities (In Nos.) 2
Call Centre Executives (Customer Relationship Managers) (In Nos.) 1,233
1
Capex on Technology Infrastructure ₹ 7.29 Billion
Specialised Resources
- In-house Claims Managers – Motor 707
- In-house Claims Managers – Health 284
- Actuarial Team 25
Human Capital1
Functional Diversity (In Nos.)
- Top Management and Leadership 10
- Business Groups (Retail and Wholesale) 5,264
- Service, Support and Corporate Groups 3,688
Employee Gender Diversity
- Male (81.8%) 7,327
- Female (18.2%) 1,635
Age Group-wise bifurcation
- Below 30 (30.9%) 2,770
- 30-45 (66.7%) 5,976
- Above 45 (2.4%) 216
Training, Learning & Development
Total training in Hours 158,761
2
Social Capital
CSR Spent
- Direct ₹ 189.9 Million
- Through ICICI Foundation ₹ 102.7 Million
Social Focus Areas
- Road safety initiatives (No. of schools covered) 250+ schools
- Caring Hands ₹ 14.0 Million
- Wellness camps in schools (No. of schools) 250
- NGO Partnerships (In Nos.) 5
Relationship Capital1
Individual Agents (including POS) (In Nos.) 59,545
Corporate Agents (In Nos.) 126
Network Hospitals (In Nos.) 9,307
Network Garages (In Nos.) 9,700
Analyst/Investor Meets held (In Nos.) 220
1 2
Note: As on March 31, 2021 | For FY2021

BUSINESS MODEL
SOLUTIONS DISTRIBUTION CUSTOMER SERVICE

Using our experience and Utilising multiple channels Adopting new-age technology to
knowledge base to understand to enable widespread provide solutions to customers to
customers' risks and develop distribution on both online reduce risks proactively, reduce
relevant insurance products and risk and offline platforms. claims settlement time and
mitigation solutions change improve customer service.
distribution to physical rather than
both online and offline.
UNDERWRITING STRATEGIES
Practising disciplined Investing funds into a well-diversified
underwriting, while minimising portfolio of debt, equity and AIFs to
risks, with strong processes and generate superior risk-adjusted returns.
tools to maintain business quality We have a robust governance framework
and strength. Designing new and which ensures all investment decisions
value-added products to foster are taken in accordance with regulatory
responsible behaviour and drive and internal guidelines. To further
sustainability. strengthen our investment function, we
look forward to incorporating ESG factors
in our investment decision as these
practices mature in the country.
FY2021
OUTPUTS
Policies Issued* (In Nos.) 21,733,076
Claims Settled 1,631,073
Investment Assets ₹ 308.92 Billion
*On GDPI basis

OUTCOMES FY2021
1
Financial Capital
Gross Direct Premium Income ₹ 140.03 Billion
Market Share
- Overall 7.0%
- Private Sector 12.3%
Combined Ratio 99.8%
Profit After Tax (PAT) ₹ 14.73 Billion
EPS (Basic) ₹ 32.41
Return on Average Equity (ROAE) 21.71%
Debt Equity Ratio 0.07 times
Solvency Ratio 2.90 times
Dividend Payout Ratio 12.3%
Investment Leverage 4.1 times
Credit Rating AAA/stable - Crisil and
ICRA, for Subordinated debt
#
CAGR GDPI – 11.7%
PAT – 22.7%
1
Branches (In Nos.) 276
Virtual Offices (In Nos.) 840
First Call Resolution Rate 81.1%
1
New products approved during the year 24
Policies processed electronically 97.0%
In-housing of Motor Claims 87.0%
In-housing of Health Claims 86.6%
No. of Customers receiving VAS 3,914
Net Promoter Score 48
1
Human Capital
Revenue generated/headcount (GDPI basis) ₹ 0.01 Billion
Code Maroon, Code Maroon+, Code Blue certified employees (In Nos.) 1,646
2
Social Capital
Lives impacted with CSR interventions
Children screened 60,000
Ride to Safety (Helmets distributed) 35,000
Wellness (Water purifiers installed) 250
Rural and social sector obligations 3.4 million policies covering
4.8 million lives
2
Relationship Capital
Total taxes paid to Government (Direct & Indirect) ₹ 19.21 Billion
3
Premium contribution through channel partners 23.3%
Shareholder Complaints (In Nos.) 1
Customer complaints (Per 10,000 policies) 1.09
1 2 # 3
Note: As on March 31, 2021 | For FY2021 | FY2008-FY2021 | % of Total GDPI
THE OPERATING ENVIRONMENT IN FY2021
As the COVID-19 crisis gave rise to immediate and potential challenges for the insurance industry and it took a hit, future
prospects continue to be positive. The sector is expected to gain momentum as the global economy stabilises, further
supported by requisite measures undertaken by the regulators to ensure smooth transition into a post-COVID world.
India’s general insurance industry

India is the 4th largest insurance market in Asia and the 14th largest globally, as per the Sigma 3/2021 Swiss Re report.
India is a significantly under-penetrated market with the premium as a percentage to the GDP being a meagre 1.0%. From
a non-life insurance density perspective, the per capita premium is a meagre US$ 19, as compared with US$ 5,754 in
United States.
India’s non-life insurance
largest largest of global average

non-life insurance non-life insurance Non-life insurance
market in Asia market globally penetration in India in 2020
Growth opportunity in non-life premiums
India: Emerging Asia World:

US$ 26.74 billion Pacific Market: US$ 3,489.61 billion
US$ 361.80 billion

Non-life insurance - Large addressable market Non-life insurance - Density

Premium in US$ - As a % of GDP (CY2020) Premium per capita in US$ (CY2020)
USA 9.0 USA 5754
South Korea 5.2 South Korea 1691
South Africa 2.5 UK 949
UK 2.3 Japan 951
Japan 2.4 China 214
China 1.9 South Africa 124
Brazil 1.8 Brazil 120
Russia 1.0 Russia 105
India 1.0 Indonesia 21
Indonesia 0.5 India 19
Source: Sigma 3/2021 Swiss Re Source: Sigma 3/2021 Swiss Re
Non-life premium growth trends are expected to revert to normal this year, against the backdrop of a strong but uneven
bounce-back in the global economy and differing growth dynamics for the major lines of business, as per the latest Sigma
Report for 2020. Advanced markets will revert to trend growth rates this year, with non-life premium growth expected at 2.2%
in 2021 and 2.8% in 2022. Emerging markets, on the other hand, are expected to outstrip advanced markets with premium
growth of 5.8% in 2021 and 8.2% in 2022.
The growth trend presents tremendous opportunities to grow, capitalise on improved market conditions and make non-life
insurance a preferred product segment for end-consumers. Demographic factors such as growing Indian middle class,
young insurable population and growing awareness with respect to the need for protection through non-life insurance is
likely to support growth of India’s general insurance industry.
Industry performance in FY2021

The industry grew by a CAGR of 17% over the last two decades and is expected to continue its commendable growth
trajectory in the future years. The market share of private sector companies in the non-life insurance market rose from 15.0%
in FY2004 to 49.3% in FY2021. The gross direct premium underwritten by general insurance industry witnessed a growth of
5.2% to ₹ 1,987.35 billion, as against ₹ 1,889.17 billion
at the end of FY2020. Segments like health, fire and
crop insurance performed well (Source: IRDAI).
Pandemic-related shift in demand patterns

The onset of the Coronavirus pandemic changed the
landscape of the Indian non-life insurance industry.
Besides increasing the insurance penetration rate, the
ongoing changes due to the pandemic have brought
about a conscious shift in the insurance product mix. It
has triggered awareness on insurance and demand
for protection products, especially health insurance. It
has changed the way people look at insurance and
has pushed companies to tweak their product
strategies.

Rise in emerging technologies
From selling new policies to settling claims, the pandemic pushed insurance players to depend heavily on digital
architecture. While digitisation was already on the rise, the onset of COVID-19 accelerated the transition process, leading
customers towards better choices and smoother delivery systems. Digitisation became the key pillar that accelerated the
growth of the entire ecosystem, including marketing, digital policy issuance and claim submission. Increased usage of AI and
ML will help address the needs across policy purchases, customer service, operations and claims optimisation. Utilisation of
cloud platforms and services will increase, driven by increased emphasis on big data, AI and ML.
About ICICI Lombard

We continue to be one of the leading general insurance players. Our market share across all the commercial lines of Fire,
Engineering, Marine Cargo and Liability has increased. Going forward, we remain focussed on strengthening our market
positioning by continually assessing and managing the external operating context, launching innovative products and
services, and investing in better technologies and improving service standards. Going forward, we remain committed to build
on trust and value for our stakeholders.
Positive regulatory developments

Since the onset of COVID-19, IRDAI took efforts to bring insurance products and services within the maximum reach of
consumers in the most convenient way possible. To support insurers, IRDAI allowed them to take approval of customers
through e-KYC and video KYC to issue them a policy, in place of submitting physical documents. The regulator advised
insurers to come up with Corona-specific insurance plans, following which insurance companies launched Corona Kavach
and Corona Rakshak to cover the cost of COVID-19 treatment and comorbid conditions. Some other key developments
included allowing consumers to pay their health insurance premiums in easy monthly instalments to help increase
affordability. Inclusion of telemedicine under health insurance cover and coverage for uncovered ailments like mental illness,
stress or psychological disorders.

STEPPING UP IN TOUGH TIMES

At ICICI Lombard, we quickly responded to the COVID-19 crisis and focussed on large-scale digital embracement and
increased health insurance speed. As we moved our business and technology operations to a work-from-home model at
lightning speed, we continued working on the underlying operating model and formulated strategies for cost optimisation and
digital automation.
For ensuring business as usual, we equipped both our customers and employees with tools and options to communicate
with each other. WhatsApp and Chat became an important tool for customer engagement
Key initiatives implemented during COVID-19
CUSTOMERS
• Maintained continuous communication through e-mails, tele-calling, SMS and social media platforms to reassure
Renewal of motor and health policies
Claims servicing through e-mails and scan documents
• Offered dedicated product with COVID-19 benefit and indemnity cover
• Helped customers buy an insurance policy as seamlessly as possible and in settling claims real-time
• Used digital means for intimating motor claims through virtual surveys
• Conducting video survey of damaged vehicle through ILInsure mobile app, enabling remote surveying to eliminate
physical visit; 24/7 assistance team available to guide on smooth claim processing InstaSpect, a virtual motor
survey solution, used for reporting of motor claims eliminates the need for a surveyor to travel and do physical
survey for damages, with a live video feed
• Using advanced drone-based technology for inspecting wind turbines and solar PV modules, ensuring faster and
more accurate inspection
• Facilitating claim assessment in remote areas, saving time and expense
• Using Artificial Intelligence based technology for instant health insurance claims for cashless cases
• Implemented advanced ML model to determine and auto-approve optimal amount in non-surgical hospitalisation
cases, reducing cashless claim approval time from 90 minutes to 90 seconds
• Enabled AI-based break-in inspection service for instant renewal of motor insurance
• Offered virtual consultation with healthcare professionals
• Made available health assistance team via dedicated helpline for identifying specialist, fixing appointment with
medical practitioners, providing information on ailments
• Providing IL TakeCare with tele-consult feature in mobile app for harnessing health ecosystem
• Not impacting additional sum insured in case of in-patient claims for COVID-19

DISTRIBUTION
• Launched digital portal iPartner for distribution channel partners – dealers, insurance agents and corporate agents
• Launched Nysa platform, a new multi-lingual digital portal for motor agency channel partners, to reduce
end-to-end policy issuance time by 50%. With its web and mobile user interface, Nysa has the capability of
pre-filling 70% of data fields through public data sources
• Digitised endorsement process to enable channel partners directly endorse motor and group health policies
• Underwriting also done digitally and instant e-cards delivered to customer
• Introduced multi-lingual portal and WhatsApp for Common Service Centres
• Launched API 2.0 platform to partner born-in-cloud digital companies to distribute insurance products
• Enabled channel partners to acquire, retain and service customers
Enabled tech tools (Robo calling and CRM tools for motor dealer partners) to enhance retention
Digitally onboarded POS and agents
• Conducted online webinars for corporates by senior leaders
Virtual risk inspections undertaken via video streaming
Offered knowledge support to agents/channel partners
Structured digital engagement with agents across branches

Key initiatives implemented during COVID-19
EMPLOYEES
• Enabled IT infrastructure to facilitate WFH to ensure safety and well-being of employees
• Help Desk and AI bot created to provide continuous IT support; Microsoft Teams to ensure smooth collaboration with
other employees
• VPN and private cloud activated for customer data security
• HR Bot launched to provide employees with an ease of query resolution for day-to-day queries
• National helpline to support all employees through representatives in Health Provider Management Team, Human
Resources and Quarantine Assessment Committee (QAC)
• QAC of in-house doctors connecting with COVID-19 positive employees to guide, advice and counsel them till recovery
• Continuous communication and engagement with local ER and SPOCs at specific locations for local support
• Accelerated upskilling of employees; leveraged technology to provide e-learning programs, self-consumption
videos and virtual live training events
• Added employee-centric policy for conveyance and mobile reimbursements
• Deployed Santulan for online counselling by trained counsellors of employees needing special assistance
• Additional leave for COVID-19 positive employees over and above existing medical leaves
• Promoted wellness through online events; Provided home healthcare benefits for those preferring to avail
treatment at homes
• Provided doctor-on-call facility through IL TakeCare app and PMT
• Offered comprehensive benefits, facilities and support to employees and their families during the times of crisis
• Continued offering annual performance bonus and increment even during lockdown

COMMUNITY
• Proposed contribution for PM CARES Fund through Company and employees individually
• Conducted free COVID-19 testing for under-privileged in partnership with reputed diagnostic services
• Provided PPE kits to medical staff at government hospitals
• Partnered with Kolkata Police to provide automatic disinfectant spray machines to frontline warriors and relief kits
to those affected by Cyclone Amphan
• Distributed raincoats and face masks to traffic police personnel in Thane-Navi Mumbai

REGULATOR/AUTHORITY
• Provided insurance as an essential service
• Offered effective health insurance coverage through new products during COVID-19
• Announced the following proactively:
On-claims payment – simplified claim procedures and health claim authorisation within two hours
On-premium payment – extended payment date for renewal of Motor TP and Health policies
• Conducted video-based e-KYC norms
• Enabled digital issuance and proposal forms, subject to certain conditions up to September 30, 2021

OUR STRATEGY IN ACTION
Our strategic choices are driven by our purpose and guided by our aspirations. These enablers are aimed at
enabling delivery of our strategy, with a deep understanding of our strengths and weaknesses. As we continue on
our journey, we continuously assess our progress in the execution of our strategy, while we also control and
implement these strategies effectively.
Strategy 1: Leveraging and enhancing market leadership

We are India’s leading private non-life insurer since 2004, with a 7.0% market share. We are augmenting our market
leadership by leveraging our competitive advantages and brand value, expanding our product offerings, customer base and
distribution network. We capitalise on our diversified product mix to fortify our market share and cement our market
leadership.
13-year GDPI CAGR (FY2008 to FY2021) Market share (GDPI basis)
Product Mix (%)
FY2019
FY2020
FY2021
28
26
25
24
23
24
22
21
20
16
17
12
4
3
3
7
9
8
Motor OD Motor TP Health, Fire Marine Crop 8
Others
Travel & PA
Strategy 2: Delivering excellence in customer-centricity

Our tech-driven processes and customised tech-based solutions facilitate us in delivering customer-centricity and
value-added services to our customers. Our digital aim and tech-enabled services help maintain productivity and improve
the speed of our delivery and service. It also helps settle claims efficiently. Our robotic processes, artificial intelligence,
machine learning techniques and IoT devices help enhance our customer service and also enable our employees enhance
their productivity. We engage in continuous communication with our customers to ensure renewal of motor and health
policies and servicing of claims. The IL Take Care App with the ‘tele-consult’ feature aims at harnessing the health
ecosystem.

Service Excellence Automation and Scale
Policy issuance Next-Gen solutions

Policies sourced: 21.7 million • Cognitive services and BOTs
Issued electronically: 97.0% (96.5% in FY2020) • APIfication and micro services
Claims and servicing AL and ML solutions

Claims settled: 1.6 million • 60.1% cashless authorisation through AI
Motor OD claims through InstaSpect: 60.8% (31.0% in March 2020)
(24.5% in March 2020) • 61.6% STP of Motor break-in from Self
Inspection App (40.6% in March 2020)
Headcount productivity Work from home
14.8% with 13-year CAGR (FY2008 to FY2021) • Remote working policy under Flexiable initiatives
• Enhanced data and end-point security
Strategy 3: Enhancing product offerings and distribution channels

We are constantly looking to add new products and offerings to further diversify our product mix. We always look for
opportunities to cross-sell our products to the existing customers. We continue to reinforce our multi-channel distribution
strategy by adding new channel partners and increasing our distribution reach. We also continue to strengthen the Agency
and SME channels and supply them with right tools to help them conduct business efficiently and effectively.
~
59,545 840 90.0%
Individual Agents (including POS) Number of Virtual Offices SME policies issued digitally
Strategy 4: Capturing new market opportunities

We are constantly aiming to target new opportunities in the market by augmenting our presence, penetrating further in small
towns, rural areas and Tier three and four cities and cross-selling our diverse portfolio of products to the existing customers.
We continually plan to launch new products which cater to emerging market risks, with the aim of enabling our customers to
mitigate these risks.

Strategy 5: Ensuring robust risk selection and management
We follow best practices in prudent underwriting and reinsurance. We target healthy selection of risks driven by data
analytics to achieve profitable growth. We also continually monitor new and emerging risks and strategising effective
methods of risk mitigation.
Underwriting Reinsurance
• Predictive ultimate loss model to improve risk selection • Spread of risk across panel of quality re-insurers
• Diversified exposure across geographies and products • Conservative level of catastrophe (CAT) protection
• Historically lower proportion of losses from
catastrophic events than overall market share
Investments Reserving
• Tighter internal exposure norms as against • IBNR utilisation improving trend indicates
regulatory limits robustness of reserves
• Invest high proportion of debt portfolio 86.1% in • Disclosing reserving triangles in Annual Report
sovereign or AAA rated securities* since FY2016
• Zero instance of default in debt portfolio
*domestic credit rating
Strategy 6: Improving operating performance and financial performance through investments in technology
We aim to constantly improve our operational efficiency and financial performance through our customer-centric solutions
and tech-enabled service platforms, and by introducing new-age technologies. Our prudent risk selection and robust
reserves help us maintain the combined ratio.
Our Performance
• Maintain high level of Solvency against regulatory

minimum requirement of 1.50x
• Solvency 2.90X

STAKEHOLDER PERSPECTIVES
We balance the needs of our stakeholders over the short and long term in order to deliver sustainable
performance. It is through our relationships with these stakeholders that we meet and create value for the
organisation and for them.
Customers
Methods of engaging with them Their needs and expectations

• Engaging at all stages of product lifecycle through • Innovative products
multiple direct contact and options • Customised solutions
• Having trained customer relationship managers and • Value-added, technology-enabled services
toll-free numbers
• Customer service and experience
• Measuring customer satisfaction
• Competitive pricing
• Executing sales, service and claims processes on the
digital platform • Simplified processes
• Efficient claim settlement
Business Partners

• One-to-one meetings • Product and value proposition
• Telephonic and e-mail communication • Quick and efficient reimbursement
• Channel partner meets, portals, forums and conferences • Speedy response to queries
Employees

• Workshops, training interventions, learning and • Company culture
development initiatives • Work environment
• Intranet, mobile platforms • Quality of training and mentoring
• Employee satisfaction survey • Opportunities for career development
• Townhall meetings
• Wellness initiatives

Shareholders and Investors

• Corporate earnings – annual and quarterly • Strong governance, ethics and transparency
• Annual reports • Consistent financial performance
• Investor presentations • Long-term business value
• Annual General Meeting • Clear business strategy
• Investor/Analyst meet
Regulators

• Business associations • Responsible development of insurance players
• Industry workshops • Efficient management of regulatory change
• Presentations • Full disclosure of business activities
• Written communication • Statutory and legal compliance
• One-to-one meetings • Inclusion in insurance
Rating Agencies

• Written communication • Robust risk management and risk
• Presentations mitigation
• Adequacy in solvency
• Conservatively managed and
stable balance sheet
Communities

• CSR initiatives • Proactive engagement
• Community welfare • Safety and health matters
• Awareness workshops • Community welfare
• Employee volunteerism

ADDRESSING MATERIAL ISSUES

Material matters
What matters to How we are addressing

Why it matters
our stakeholders these issues
Product pricing Attractive product pricing is the key • Continuous evaluation and effecting
to engage with more customers in a relevant changes
competitive market scenario • Risk-based pricing with a balance in

protecting shareholder and policy-holder
• Robust actuarial division
Risk modelling Determining and better managing • Prudent underwriting and benchmarking
risk levels based on statistical against best practices
methods and tools • Using technology, data and analytics

• Supervising emerging risks and strategising
risk mitigation
Responsible Helps reduce environment footprint, • Improving risk selection through predictive
underwriting, finance enhance reputation and meet model and managing risk retention through
reinsurance
and investment policies sustainability goals
• Well-diversified portfolio across products and
regions across the country
• Having in place stringent internal exposure norms
as against regulatory limits – as on March 31, 2021,
84.7% of our investment are in debt securities,
86.1% of which is in sovereign or AAA rated
securities (as against the norms of investing not
less than 20.0% of total investments in Central
Government Securities and not less than 30.0% in
State Government securities and other Guaranteed
securities)
• ICRA has assigned the company long-term issuer
rating of [ICRA] AAA with a Stable Outlook. Issuers
with this rating are considered to have the highest
degree of safety regarding timely servicing of
financial obligations.
Reserving An accurate reserving process • Compliance with reserving and solvency

increases credibility and enables in guidelines
determining the value of claim and • Maintaining robust reserves
assists in decisions on better

planning and underwriting
Financial performance Shareholders expect us to deliver • Enabling higher profitability through prudent
increased returns on investment risk selection and data analytics
and maximise shareholder value • Prudent investment practices

• Aligning business model and strategy in line
with the external environment

Material matters
What matters to How we are addressing

Why it matters
our stakeholders these issues
Ethical practices, Focussing on enhancing market • Code of conduct
anti-bribery and reputation through responsible • Anti-bribery and corruption policies
corruption practices, high ethical standards • Robust corporate governance
and pro-activeness in managing • Keeping up with industry rules and regulations
risks and emphasising on interests • Encouraging a culture of ethics and fair practices
of stakeholders
Transparency Maintaining transparent business • Demonstrating accountability and transparency

practices to enhance credibility and through reporting standards
instil confidence among • Best disclosure practices
stakeholders • Through <IR> and ESG reporting

• Increased use of technology
Advancing sustainability Sustainability is a key evaluation • Maintaining an over-arching policy on

criteria for global investors and environment management
impacts market credibility • Mapping our activities against UN SDGs
Employee engagement Effective employee engagement • Improvising employee engagement activities

helps realise strategic objectives • Conducting training and development programmes
• Ensuring employee recognition and rewarding
excellence
• Motivating employees through incentive schemes
Innovation and IT Enables operational excellence and • Investing in latest technologies including
deployment helps deliver better customer artificial intelligence, machine learning and chatbots
experience • Augmenting knowledge-based resources
Stability of systems and Helps ensure smooth, efficient and • Continuously evaluating and upgrading internal
processes uninterrupted operations control systems
Customer privacy and Inability to protect customer data • Implementing good practices for cyber security and
data protection saved on cloud can lead to litigation fraud prevention
issues and may lead to lack of • Maintaining controls for confidentiality, integrity and
availability
reputation
• Implementing control mechanism for information
assurance
Customer service and Increases reputation as a • Using advanced technologies

claim settlement customer-friendly insurance player • Empowering employees
meeting adequate customer needs • Offering value-added services and customised
solutions
• Simplifying customer interactions

Materiality Matrix
At ICICI Lombard, there is continuous evaluation of the operating environment and engagement with stakeholders
to identify and respond to existing and emerging material ESG issues. This internal listing and assessment of
material topics is done through a year-round engagement of internal teams with various stakeholders, peer analysis
and on our own domain expertise and analysis.
Materiality Matrix
The findings of our materiality analysis are presented in the matrix below. This reflects the significance of each topic
in terms of stakeholder interest and its potential impact on the business.
High
M8 M4
M1 Product pricing
Importance to ICICI Lombard
M13 M5 M1 M2 Risk modelling

M2
M11 M6 M3 Reserving
M3
Major M4 Financial performance
M5 Ethical practices, anti-bribery and
M7 M10 M12
corruption
M9 M6 Transparency
M7 Advancing sustainability
Significant M8 Responsible underwriting, finance and
investment policies
M9 Employee engagement
M10 Innovation and IT deployment
Low
Moderate Significant Major M11 Stability of systems and processes

M12 Customer privacy and data protection
Low High M13 Customer service and claim settlement
Importance to Stakeholders

of
CORPORATE GOVERNANCE REPORT
PHILOSOPHY ON CORPORATE The Whistle Blower Mechanism is reviewed by the Audit

GOVERNANCE Committee of the Board regularly. The Policy complies
with the requirements of vigil mechanism as stipulated
The Company is fully committed to follow sound under Section 177 of the Act.
Corporate Governance practices and uphold the highest
business standards in conducting business. The The Policy has been periodically communicated to the
Company continues to focus on building trust with employees through email communications. The Policy is
shareholders, regulators, policyholders, employees, hosted on the website of the Company and can be viewed at
customers, suppliers, statutory authorities and other https//www.icicilombard.com/docs/default-source/policies
stakeholders based on the principles of good corporate -of-the-company/whistle-blower-policy.pdf.
governance viz. integrity, environment, equity,
transparency, fairness, sound disclosure practices, CODE OF CONDUCT AS PRESCRIBED
accountability and commitment to values. UNDER THE SECURITIES AND
The Company’s governance framework encompasses not
EXCHANGE BOARD OF INDIA
only regulatory and legal requirements but also several (PROHIBITION OF INSIDER TRADING)
voluntary practices aimed at maximizing shareholders’ REGULATIONS, 2015
value legally, ethically and on a sustainable basis.
In accordance with the SEBI (Prohibition of Insider
The Company’s Corporate Governance architecture has Trading) Regulations, 2015 (“Insider Trading
been strengthened through various policies, frameworks Regulations”), the Company has in place a Code of
and codes adopted by the Company. The Company is conduct to regulate, monitor and report trading by its
committed to conduct business with the highest standards Designated Persons (“the Insider Trading Code”) to the
of compliance, integrity, honesty, fairness and responsible extent specified in the Insider Trading Code. During the
business practices with zero tolerance for fraud. year under review, the Insider Trading Code was
amended in line with the amendments introduced in the
The Corporate Governance philosophy of the Company Insider Trading Regulations by SEBI.
establishes that the Board’s independence is essential to
bring objectivity and transparency in the Management and The Company has in place a fully automated web-based
in the dealings of the Company. The Board Committees portal for enabling compliances prescribed under the
comprised of majority of Independent/Non-executive Insider Trading Code of the Company read with the
Directors and chaired by Independent Directors, to Insider Trading Regulations. The web-based portal allows
oversee critical areas. employees to submit online disclosures pertaining to
transactions in securities of the Company, viz., acquiring
WHISTLE BLOWER POLICY shares from market or by exercise of Stock Options / sale
of Shares / Creation of Pledge / Release of Pledge /
The Company is committed to high standards of conduct Invocation of Pledge / Off-Market Transactions / Gift, etc.
for its employees. The Company has in place Whistle The web-based portal facilitates reporting of transactions
Blower Policy (“the Policy”) to encourage employees to with nil paperwork and in quick time. It also enables
report matters without the risk of subsequent victimisation, employees to report the transactions in the Company’s
discrimination or disadvantage. The Policy provide a securities from any place, with the help of the internet and
formal mechanism to its employees for communicating can also be accessed using any smartphone.
instances of breach of any statute, actual or suspected
fraud on the accounting policies and procedures adopted The Company as a part of its training program had sent
for any area or item, acts resulting in financial loss or loss frequent e-mail communications to the employees of the
of reputation, leakage of information in the nature of Company and also hosted Frequently Asked Questions
Unpublished Price Sensitive Information (UPSI), misuse (FAQs) on the various aspects of compliances prescribed
of office, suspected/actual fraud and criminal offences. under the Insider Trading Code of the Company. The
The Policy provides for a mechanism to report such Insider Trading Code is also hosted on the aforesaid
concerns to the Chairman, Audit Committee of Company web-based portal which can be access through internet or
or to the Principal Compliance Officer through specified intranet by the employees of the Company.
channels.

The Company has also in place ‘Code of Practices and https//www.icicilombard.com/docs/default-source/poli-

Procedures for Fair Disclosure of Unpublished Price cies-of-the-company/code-for-fair-disclosure.pdf.
Sensitive Information’ which is hosted on the website of Pursuant to the Listing Regulations, a confirmation from
the Company and can be viewed at the Managing Director & CEO regarding compliance with
https//www.icicilombard.com/docs/default-source/policies the Code by all the Directors and Senior Management
-of-the-company/code-for-fair-disclosure.pdf. forms part of this Annual Report.
Pursuant to the above, the Company has put in place CERTIFICATE ON COMPLIANCE WITH
adequate and effective system of internal controls to
ensure compliance with the requirements prescribed
THE CONDITIONS OF CORPORATE
under the Insider Trading Regulations. GOVERNANCE
EMPLOYEES CODE OF CONDUCT Pursuant to Regulation 34(3) read with Schedule V of the
Listing Regulations, Certificate from the Joint Statutory
Auditors on compliance with the conditions of Corporate
The Company is committed to conduct its business with
Governance as stipulated in the Listing Regulations forms
highest standards of compliance and ethical conduct. The
part of this report as Annexure D.
Company has in place Employees Code of Conduct (“the
Code”) to summarize the standards of business conduct
that must guide the actions of the employees (including all CEO/CFO CERTIFICATION
Directors) at all times. The Code aims at observing
highest standard of integrity, honesty, fairness and ethical Pursuant to Regulation 17(8) of the Listing Regulations,
conduct while working for the Company as well as while Certification by the Managing Director & CEO and the
representing the Company. Chief Financial Officer of the Company on the financial
statements and the Internal Financial Controls relating to
The Code has been hosted on the website of the financial reporting for FY2021 has been obtained.
Company and can be viewed at

MANAGEMENT STRUCTURE
The Company has a multi-tier management structure, comprising the Board of Directors at the apex followed by
personnel/executives at the top management, senior management, middle management and junior management positions
to ensure that:
Strategic supervision is provided by the Financial and operating control and

Board; integrity are maintained at an optimal
level;
Control and implementation of

Company’s strategy is achieved Risk is suitably evaluated and dealt
effectively; with;
Operational management remains Compliance with applicable acts and

focused on implementation; regulations is achieved;
Information regarding the Company’s Corporate culture that recognizes and

operations and financial performance is rewards adherence to ethical standards
made available to the stakeholders. is developed.
Delegation of decision making with

accountability is achieved;
This multi-tier management structure, besides ensuring greater management accountability and credibility, facilitates
increased autonomy of businesses, performance discipline and development of business leaders, leading to enhanced
public confidence.

Director & CEO. With over 70.0% of the Directors being

BOARD OF DIRECTORS Non-executive Directors out of which over 50.0% of the
Directors are Non-executive, Independent Directors, the
The Company's Board is constituted in compliance with Company has taken an important step towards enhancing
the provisions of the Act and Rules made thereunder, its governance standards and protecting the interest of all
Listing Regulations, IRDAI CG Guidelines, Articles of stakeholders. Amongst the Board of Directors, there are
Association of the Company and in accordance with good two (2) Non-executive women Directors including one (1)
governance practices. woman Non-executive, Independent Director who bring in
more diversity and drive cognitive thinking. Lalita D. Gupte
The Company recognizes and embraces the benefits of is a Chairperson, Non-executive, Independent Director of
having a diverse Board. The Directors of the Company are the Company.
eminent personalities having diverse experience and
significant expertise. The Company’s Board as at March The Board functions either as an entity per se, or through
31, 2021 comprises of eleven (11) Directors, out of which various Committees constituted to oversee specific
six (6) are Non-executive, Independent Directors operational areas. The Company has an optimum mix of
including Chairperson of the Board, two (2) are Executive and Non-executive Directors to maintain the
Non-executive, Non-independent Directors and remaining professionalism, knowledge, skill sets, integrity, expertise,
three (3) are Whole-time Directors including Managing independence and effective decision making.
The Board has identified following skills / expertise / competencies for the effective
functioning of the Company.
AUDIT
Insurance Banking Finance Accounting & Auditing Risk Management
Investment Strategy Corporate Planning Consumer Insights
Marketing Law & Governance Economics Alternate Dispute Technology

Resolution

The Composition of the Board of Directors of the Company as at March 31, 2021, with their qualification, field of
specialisation/core skills/expertise are as set out in the below table:
Field of Specialization/ Existing

Name of the Director Category Qualification
skills/ expertise/competence
Lalita D. Gupte Chairperson, Non-Executive BA (Eco Hons), Master of Banking, Finance, Economics,
(DIN: 00043559) Independent Director Management Studies (MMS) Corporate Planning and Risk
Management
Ved Prakash Non-Executive, Independent B. E. (Electronics & Power), Strategy, Finance and
Chaturvedi Director PGDM- IIM Bangalore Investment
(DIN: 00030839)
Uday Chitale Non-Executive, Independent B. Com, Fellow Chartered Finance, Accounting &
(DIN: 00043268) Director Accountant Auditing and Alternative
Dispute Resolution (ADR)
Business Advisor
Suresh Kumar Non-Executive, Independent B. Com (Hons.), Post Banking, Finance and
(DIN: 00494479) Director Graduation-Investment Investment
Management Programme,
Stanford University and
London School of Business,
Advance Management –
Columbia Business School,
Fellow of the Indian Institute
of Bankers (FIIB)
Ashvin Parekh Non-Executive, Independent B. Com (Hons.), Fellow Business Strategy, Corporate
(DIN: 06559989) Director Chartered Accountant, Planning, Technology and
AICWA, AICSA, Exec. Finance
MBA-INSEAD
Murali Sivaraman Non-Executive, Independent B. Com, Chartered Finance, Management,

(DIN:01461231) Director Accountant, Cost and Work Strategy and Marketing
Accountant, PGDM- IIM
Ahmedabad
Vishakha Mulye Non- Executive, B.Com, Chartered Accountant Banking, Investments &
(DIN: 00203578) Non-independent Director Finance
Sandeep Batra Non- Executive, B.Com, Fellow Chartered Finance, Banking, Insurance,
(DIN: 03620913) Non-independent Director Accountant, Associate Law & Governance and Risk
Company Secretary Management
Bhargav Dasgupta Managing Director & CEO B.E. (Mechanical), Banking, Corporate Planning,
(DIN:00047728) PGDBA-IIM Bangalore Strategy, Consumer Insights
and Insurance
Alok Kumar Agarwal Executive Director – B.E. (Chemical), PGDM- IIM Banking, Insurance,
(DIN:03434304) Wholesale Calcutta Corporate Planning, Strategy,
Consumer Insights and
Marketing
Sanjeev Mantri Executive Director – Retail Chartered Accountant, Cost Banking, Finance, Corporate
(DIN:07192264) and Work Accountant Planning, Strategy, Insurance,
Consumer Insights and
Marketing
The Brief Profile of Directors is hosted on the website of 2021 and March 5, 2021. The maximum gap between any
the Company and can be viewed at two Board meetings was less than one hundred and
https://www.icicilombard.com/investor-relations. twenty days.
In view of the situation posed by COVID-19 pandemic and In the opinion of the Board, all the Independent Directors
relaxations granted by the regulatory authorities, of the Company fulfill the conditions specified in the Act
meetings of the Board and its Committees were held and Listing Regulations and are independent of the
through video-conferencing. The Board usually meets management.
once in a quarter, inter alia to review the Company’s
quarterly performance and financial results, to consider None of the Directors of the Company are related to each
business strategies and their implementation and other other. The names of the Directors, their attendance at
Board related matters. The Board of the Company met Board Meetings during the year, attendance at the last
eight (8) times during the year under review on May 2, Annual General Meeting (AGM) are set out in the
2020, May 10, 2020, July 17, 2020, August 21, 2020, following tables:
October 23, 2020, November 26-27, 2020, January 19,
Board meetings attended/ Attendance at last AGM held on

Name of the Director
held during the year Thursday, August 13, 2020
Non-executive,
Independent Directors
Lalita D. Gupte, Chairperson 8/8 Present
Ved Prakash Chaturvedi 8/8 Present
Uday Chitale 8/8 Present
Suresh Kumar 8/8 Present
Ashvin Parekh 8/8 Present
Murali Sivaraman 8/8 Present
Non-Executive,
Non-Independent Directors
Vishakha Mulye 8/8 Present
Sandeep Batra 8/8 Present
Executive
Directors
Bhargav Dasgupta 8/8 Present
Alok Kumar Agarwal 7/8 Present
Sanjeev Mantri 7/8 Present

The details of “Directorships held in other companies” and “Membership/ Chairpersonship of committees in other
companies” as on March 31, 2021 are set out in the following table:
Name of No. of other Name of other listed companies Number of Committees

the Director Directorship where he/she is a Director* of other Companies**
Of Indian Of other Company Category of In which In which a

Public Limited Companies# directorship a member Chairperson
Companies
Lalita D. Gupte 4 - Bharat Forge Limited Non-Executive, 4 -
Independent Director
Godrej Properties Non-Executive,
Limited Independent Director
India Infradebt Limited Chairperson &
TVS Motor Company Non-Executive,
Ved Prakash 1 - - - - -
Chaturvedi
Uday Chitale 3 - India Infradebt Limited Independent Director 4 2
Non-executive,
ICICI Bank Limited Independent Director
Suresh Kumar 2 4 Aster DM Healthcare Non-executive, 3 2
Ashvin Parekh 3 - ICICI Securities Limited Non-Executive, 4 3
Nippon Life India Asset Independent Director

Management Limited
Murali Sivaraman 2 - Huhtamaki PPL Limited Chairman & 2 -
Bharat Forge Limited Non-executive,

Vishakha Mulye 1 1 ICICI Bank Limited Executive Director - -
Sandeep Batra 4 2 ICICI Prudential Life Non-executive, 2 1
Insurance Company Non-independent
Limited Director
ICICI Bank Limited Executive Director
Bhargav Dasgupta - - - - - -
Alok Kumar Agarwal - - - - - -
Sanjeev Mantri - - - - - -
# Comprises private limited companies incorporated in India and foreign companies but excludes Section 8 companies and
not for profit foreign companies.
* Includes Directorships held in Debt Listed Company.
**Memberships/Chairpersonships in Audit Committee and Stakeholder Relationship Committee of Indian public limited
companies; number of Memberships includes Chairpersonships.
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/chairperson were within the limits prescribed under Listing
Regulations, for all the Directors of the Company. The number of directorships of each independent Director is also within the
limits prescribed under Listing Regulations as amended from time to time.
Details of Shareholding of Non-executive, (ii) Audit Committee
Independent Directors and Non-executive,
Non-independent Directors (iii) Investment Committee
Equity shares held by the Non-executive Directors as
(iv) Risk Management Committee
on March 31, 2021:
Sr. No. Name of the Director No. of Equity Shares (v) Policyholders Protection Committee
1. Lalita D. Gupte 1,782 (vi) Corporate Social Responsibility Committee

2. Ved Prakash Chaturvedi -
(vii) Stakeholders Relationship Committee
3. Uday Chitale -
(viii) Strategy Committee
4. Suresh Kumar -
5. Ashvin Parekh - The Board has constituted various Committees of
Directors to monitor the activities in accordance with
6. Murali Sivaraman 38
Board approved terms of reference. The Board
7. Vishakha Mulye 275,000 Committees focus on specific areas and take informed
decisions on the specific businesses assigned to them in
8. Sandeep Batra -
the best interest of the Company. The Committees also
Certificate from a Company Secretary in Practice make specific recommendations to the Board on various
matters whenever required. The Chairperson of the
In terms of Listing Regulations, the Company has respective Committees briefs the Board on deliberations
obtained a Certificate from Dholakia & Associates LLP, taken place at the Committee Meetings in relation to
Company Secretaries in Practice confirming that none of important discussions, noting(s) and approvals.
the Directors on the Board of the Company have been
debarred or disqualified from being appointed or The terms of reference of the Board Committees are
continuing as directors of companies by the Securities reviewed and determined by the Board from time to time
and Exchange Board of India / Ministry of Corporate to align the same with the regulatory/business
Affairs or any such statutory authority. The Certificate of requirements.
Company Secretary in practice forms part of this report as
Annexure E. The Company has eight (8) Board Committees as on
March 31, 2021. The role and composition of these
Board Meeting on Strategy Committees, along with the number of meetings held
during FY2021 and the attendance of the members in the
The Board of Directors at its meeting held on November respective Committee are provided below:
26-27, 2020 had reviewed its business strategy including
digital initiatives taken by the Company. Besides Board i) Board Nomination and Remuneration Committee
members, the meeting was attended by the Management
Committee members and senior management employees Terms of reference
of the Company. An external expert was also invited to the
strategy meeting to get an external perspective of cloud • To formulate the criteria for determining qualifications,
migration strategy. positive attributes and independence of a director and
recommend to the Board a policy, relating to the
Recommendations of mandatory Committees remuneration for the directors, key managerial
personnel and other employees.
During the year under review, all the recommendations of
the Board constituted Committees which are mandatorily • To consider and approve employee stock option
required under the Act, Listing Regulations and IRDAI CG schemes and to administer and supervise the same.
Guidelines were accepted by the Board.
• Approval of the policy for and quantum of bonus/long
Board Committees term performance pay (LTPP) payable to the
employees.
The Board has constituted following Committees:
• To identify persons who are qualified to become
(i) Board Nomination and Remuneration Committee directors and who may be appointed in senior
management in accordance with the criteria laid down,

recommend to the Board their appointment and Attendance record of the Members
removal, and formulate a criteria for evaluation of every
director’s performance. Name of Number of Number of
the Director Meetings held Meetings attended
• To consider whether to extend or continue the term of Uday Chitale, 5 5
appointment of the independent director, on the basis Chairperson
of the report of performance evaluation of independent
directors. Lalita D. Gupte 5 5
Ashvin Parekh 5 5
• To approve the compensation programme and to
1
ensure that remuneration to directors, key managerial Vishakha Mulye 5 5
personnel and senior management involves a balance
Sandeep Batra2 NA NA
between fixed and incentive pay reflecting short and
long term performance objectives appropriate to the 1
Ceased to be member of the Committee w.e.f. January 19, 2021.
2
working of the Company and its goals. Inducted as member of the Committee w.e.f. January 19, 2021
• To ensure that the proposed appointments/ ii) Audit Committee

re-appointments of key managerial personnel or
directors are in conformity with the Board approved Terms of reference
policy.
(i) Accounts and Audit:
• To recommend re-constitution of Board Constituted
Committees to the Board. • Oversee the financial statements, financial reporting
process under Indian GAAP and US GAAP, statement
• To devise a policy on diversity of the Board. of cash flow and disclosure of its financial information,
both on an annual and quarterly basis, to ensure that
• To recommend to the Board all remuneration, in the financial statement is correct, sufficient and
whatever form, payable to senior management. credible.
• To carry out any other function, if any, as prescribed in • Recommend the appointment, re-appointment, terms of
the terms of reference of the Board Nomination and appointment and, if required, the replacement or
Remuneration Committee and any other terms of removal; remuneration, reviewing (with management)
reference as may be decided by the Board and/or performance, and oversight of the work of the auditors
specified/provided under the Companies Act, 2013 or (internal/statutory/concurrent) and to review and
the Securities and Exchange Board of India (Listing monitor the auditor’s independence and performance,
Obligations and Disclosure Requirements) and effectiveness of audit process.
Regulations, 2015, as amended, or by any other
regulatory authority. • Evaluation of internal financial controls and risk
management systems.
Composition
• Discuss with the statutory auditors before the audit
In terms of the provisions of the Act and Listing commences, about the nature and scope of audit, as
Regulations, Board Nomination and Remuneration well as, have post-audit discussions to address areas of
Committee comprises of four (4) Members, out of which concern.
three (3) are Non-executive, Independent Directors and
one (1) is Non-executive, Non-independent Director. The • Approval of payment to statutory auditors and internal
Board Nomination and Remuneration Committee is auditors or any of its associated persons or companies,
chaired by Uday Chitale, Non-executive, Independent for any other services rendered by them.
Director of the Company. The composition of the Board
Nomination and Remuneration Committee is given below • Reviewing, with the management, the annual financial
along with the attendance of the Members. The Board statements and auditor’s report thereon before
Nomination and Remuneration Committee met five (5) submission to the Board for approval, with particular
times during the year under review on May 2, 2020, May reference to:
10, 2020, July 16, 2020, October 23, 2020 and January
19, 2021. 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.

Changes, if any, in accounting policies and
practices and reasons for the same. • Oversee the efficient functioning of the internal audit
department and review its reports. The Committee
Major accounting entries involving estimates would additionally monitor the progress made in
based on the exercise of judgment by management. rectification of irregularities and changes in processes
wherever deficiencies have come to notice.
Significant adjustments made in the financial
statements arising out of audit findings. • Set-up procedures and processes to address all
concerns relating to adequacy of checks and control
Compliance with listing and other legal mechanisms.
requirements relating to financial statements to the
extent applicable. • Discussion with internal auditors of any significant
findings and follow up there on.
Approval or any subsequent modification and
disclosure of any related party transactions of the • Review the findings of any internal investigations by the
Company. Provided that the Audit Committee may grant internal auditors into matters where there is suspected
omnibus approval for related party transactions fraud or irregularity or a failure of internal control
proposed to be entered into by the Company subject to systems of a material nature and reporting the matter to
such conditions as may be prescribed. the Board.
Modified opinion(s) in the draft audit report. • Review with the management, performance of internal
auditors, and the adequacy of the internal control
• Reviewing, with the management, the quarterly, systems.
half-yearly and annual financial statements before
submission to the board for approval. • Look into the reasons for substantial defaults in the
payment, if any, to the depositors, debenture holders,
• To the extent applicable, review with the management, shareholders (in case of non-payment of declared
the statement of uses/end use / application of funds dividends) and creditors.
raised through an issue (public issue, rights issue,
preferential issue, etc.) and related matter, the • Review the functioning of the Whistle Blower/Vigil
statement of funds utilised for purposes other than mechanism.
those stated in the offer document/prospectus/notice
and the report submitted by the monitoring agency (iii) Compliance & Ethics:
monitoring the utilisation of proceeds of a public or
rights issue, and making appropriate recommendations • Review reports on the above and on proactive
to the Board to take up steps in this matter. compliance activities aimed at increasing the
Company’s ability to meet its legal and ethical
• Scrutiny of inter-corporate loans and investments, if obligations, on identified weaknesses, lapses,
any. breaches or violations and the controls and other
measures in place to help detect and address the
• Valuation of undertakings or assets of the Company, same.
wherever it is necessary.
• Discuss the level of compliance in the Company and
• Oversight of the procedures and processes established any associated risks and to monitor and report to the
to attend to issues relating to maintenance of books of Board on any significant compliance breaches.
account, administration procedures, transactions and
other matters having a bearing on the financial position • Supervise and monitor matters reported using the
of the Company, whether raised by the auditors or by Company’s whistle blowing or other confidential
any other person. mechanisms for employees and others to report ethical
and compliance concerns or potential breaches or
(ii) Internal Audit violations.
• Review the adequacy of internal audit function, if any, • Review of policy on appointment of insurance agents.
including the structure of the internal audit department,
staffing and seniority of the official • To review and recommend appropriate policy to the
heading the department, reporting structure, coverage Board as may be prescribed by IRDAI from time to time.
and frequency of internal audit.

• Review key transactions involving conflict of interest. iii) Investment Committee

• Monitor the directives issued/penalties imposed/penal
action taken against the Company under various laws Terms of reference
and statutes and action taken for corrective measures.
• Overseeing the implementation of the investment policy
• Approval of appointment of Chief Financial Officer or approved by the Board from time to time.
any other person heading the finance function or
discharging that function after assessing the • Reviewing the investment policy.
qualifications, experience and background, etc. of the
candidate. • Periodically updation to the Board with regard to
investment activities of the Company.
• To act as Compliance Committee to discuss level of
compliance in the Company including the Company’s • Reviewing the investment strategies adopted from time
code of ethics or conduct and any associated risks and to time and giving suitable directions as needed in the
to monitor and report to the Board on any significant best interest of the Company.
compliance breaches.
• Reviewing the broker policy and making suitable
• Review of disclosure under stewardship policy. amendments from time to time.
• Carrying out any other function, if any, as is mentioned • Reviewing counter party/intermediary exposure norms.
in the terms of reference of the Audit Committee and
any other terms of reference as may be decided by the • Supervising the asset allocation strategy to ensure
Board and/or specified/provided under the Companies financial liquidity, security and diversification through
Act, 2013 or Securities and Exchange Board of India liquidity contingency plan and asset liability
(Listing Obligations and Disclosure Requirements) management policy.
Regulations, 2015, or by any other regulatory authority
• Overseeing the assessment, measurement and
Composition accounting for other than temporary impairment in
investments in accordance with the policy adopted by
In terms of the provisions of the Act, Listing Regulations the Company.
and IRDAI CG Guidelines, the Audit Committee
comprises of five (5) Members, out of which four (4) are • Reviewing the stewardship policy of the Company.
Non-executive, Independent Directors and one (1) is
Non-executive, Non-independent Director. Composition
The Audit Committee is chaired by Ashvin Parekh, In terms of IRDAI CG Guidelines, the Investment
Non-executive, Independent Director of the Company. Committee comprises of Six (6) Members, out of which
The composition of the Audit Committee is given below one (1) is Non-executive, Independent Director, one (1)
along with the attendance of the Members. The Audit is Non-executive, Non-independent Director, one (1) is
Committee met Ten (10) times during the year under Managing Director & CEO, the Chief-Investment
review on May 1, 2020, May 2, 2020, July 3, 2020, July Officer, the Chief Financial Officer & Chief Risk Officer
16, 2020, July 17, 2020, August 21, 2020, October 22, and Appointed Actuary of the Company. The
2020, October 23, 2020, January 18, 2021 and January Investment Committee is chaired by Suresh Kumar,
19, 2021. Non-executive, Independent Director of the Company.
Attendance record of the Members
The composition of the Investment Committee is given
Name of Number of Number of below along with the attendance of the Members. The
the Director Meetings held Meetings attended Investment Committee met four (4) times during the
year under review on May 1, 2020, July 16, 2020,
Ashvin Parekh, 10 10
October 22, 2020 and January 18, 2021.
Chairperson
Lalita D. Gupte 10 10
Uday Chitale 10 10
Murali Sivaraman 10 10
Sandeep Batra 10 10

Attendance record of the Members: • To review the Company's risk management and
operational risk related policies/frameworks including
Name of Number of Number of fraud monitoring policy & framework and anti-fraud
the Director Meetings held Meetings attended policy & framework and monitoring implementation of
anti-fraud policy for effective deterrence, prevention,
Suresh Kumar, 4 4
detection and mitigation of frauds.
Chairman
Sandeep Batra 4 4 • To maintain a group-wide and aggregated view on the
risk profile of the Company in addition to the solo and
Bhargav Dasgupta 4 4
individual risk profile for all categories of risk including
Gopal 4 4 insurance risk, market risk, credit risk, liquidity risk,
Balachandran operational risk, compliance risk, legal risk, reputation
risk, etc.
Vinod Mahajan 4 4
Prasun Kumar 2 2 • To carry out any other function, if any, as prescribed in
Sarkar* the terms of reference of the Risk Management
Committee and any other terms of reference as may be
*IRDAI vide its letter dated August 26, 2020 had approved decided by the Board and/or specified/provided under
the appointment of Prasun Kumar Sarkar as Appointed the Securities and Exchange Board of India (Listing
Actuary and with effect from August 27, 2020, Prasun Obligations and Disclosure Requirements)
Kumar Sarkar had taken charge as an Appointed Actuary Regulations, 2015, as amended, or by any other
of the Company. regulatory authority.
iv) Risk Management Committee Composition
Terms of reference In terms of the provisions of the Act, Listing

Regulations and IRDAI CG Guidelines, the Risk
• Assisting the Board in effective operation of the risk Management Committee comprises of seven (7)
management programme by performing specialised Members, out of which five (5) are Non-executive,
analysis and quality reviews. Independent Directors, one (1) is Non-executive,
Non-independent Director and one (1) is Managing
• Reporting to the Board details on the risk exposures Director & CEO. The Risk Management Committee is
and the actions taken to manage the exposures. chaired by Lalita D. Gupte, Non-executive,
Independent Director of the Company.
• Advising to the Board with regard to risk management
decisions in relation to strategic and operational The composition of the Risk Management Committee
matters. is given below along with the attendance of the
Members. The Risk Management Committee met four
• Review of the Company's risk management and (4) times during the year under review on May 1, 2020,
operational risk related policies/frameworks including July 16, 2020, October 22, 2020 and January 18, 2021.
those relating to cyber security. Attendance record of the Members:
Name of Number of Number of
• To review the Company's risk - reward performance to
align with overall policy objectives.
Lalita D. Gupte, 4 4
• To review the solvency position of the Company on a Chairperson
regular basis. Ved Prakash 4 4
Chaturvedi
• To monitor and review regular updates on business
Uday Chitale 4 4
continuity.
Suresh Kumar 4 4
• To review and recommend appropriate policy including Ashvin Parekh 4 4
establishment of effective Risk Management
Bhargav Dasgupta 4 4
framework, risk management policy and processes, to
1
the Board as may be prescribed by IRDAI from time to Sandeep Batra 4 4
time. Vishakha Mulye 2
NA NA
1
Ceased to be member of the Committee w.e.f. January 19, 2021
2
Inducted as member of the Committee w.e.f. January 19, 2021.

v) Policyholders Protection Committee Composition
Terms of reference In terms of IRDAI CG Guidelines, the Policyholders

Protection Committee comprises of five (5) Members, out
• Putting in place proper procedures and effective of which four (4) are Non-executive, Independent
mechanism to address complaints and grievances of Directors and one (1) is Managing Director & CEO. The
policyholders including mis-selling by intermediaries. Policyholders Protection Committee is chaired by Ashvin
Parekh, Non-executive, Independent Director of the
• Ensuring compliance with the statutory requirements Company. The composition of the Policyholders
as laid down in the regulatory framework. Protection Committee is given below along with the
attendance of the Members. The Policyholders Protection
• Reviewing the mechanism at periodic intervals. Committee met four (4) times during the year under
review on May 2, 2020, July 17, 2020, October 23, 2020
• Ensuring adequacy of “material information” to the and January 19, 2021.
policyholders to comply with the requirements laid
down by the authority both at the point of sale and In accordance with IRDAI CG Guidelines, the Company
periodic intervals. has appointed P J Joseph as a representative of
customers who is invited in every Policyholders Protection
• Reviewing the status of complaints at periodic Committee Meeting.
intervals.
Attendance record of the Members:
• Details of grievance at periodic intervals in such
formats as may be prescribed by the authority. Name of Number of Number of
• Providing details of insurance ombudsman to the Ashvin Parekh, 4 4
policyholders. Chairperson
• Monitoring of payments of dues to the policyholders
and disclosure of unclaimed amount thereof. Ved Prakash 4 4
Chaturvedi
• Review of regulatory reports to be submitted to various Uday Chitale 4 4
authorities.
• To review the standard operating procedures for Bhargav Dasgupta 4 4
treating the customer fairly including timeframes for
policy and claims servicing parameters and monitoring
implementation thereof. vi) Corporate Social Responsibility Committee
• To review the framework for awards given by Insurance Terms of reference

Ombudsman/Consumer Forums. Analyze the root
cause of customer complaints, identify market conduct • Formulation of corporate social responsibility policy
issues and advise the management appropriately indicating the activities to be undertaken by the
about rectifying systemic issues, if any. Company.
• To review all the awards given by Insurance • Recommend to the Board the amount of expenditure to
Ombudsman/Consumer Forums remaining be incurred on the corporate social responsibility
un-implemented for more than three (3) months with activities.
reasons therefore and report the same to the Board for
initiating remedial action, where necessary. • Monitor the corporate social responsibility policy of the
Company from time to time.
• To review claim report including status of outstanding
claims with ageing of outstanding claims. Composition
• To review repudiated claims with analysis of reasons. In terms of the provisions of the Act, the Corporate Social
Responsibility Committee comprises of Four (4)
• Monitoring of the implementation of the approved Members, out of which three (3) are Non-executive,
proposals under IRDAI Sandbox Regulation. Independent Directors and one is (1) Managing Director &
CEO. The Corporate Social Responsibility Committee is

chaired by Uday Chitale, Non-executive, Independent Composition
Director of the Company. The composition of the
Corporate Social Responsibility Committee is given below In terms of the provisions of the Act and Listing
along with the attendance of the Members. The Corporate Regulations, the Stakeholders Relationship Committee
Social Responsibility Committee met two (2) times during comprises of Four (4) Members, out of which two (2) are
the year under review on May 1, 2020 and July 16, 2020. Non-executive, Independent Directors, one (1) is
Managing Director & CEO and one (1) Executive
Attendance record of the Members: Director-Retail. The Stakeholders Relationship
Committee is chaired by Suresh Kumar, Non-executive,
Name of Number of Number of Independent Director of the Company. The composition of
the Director Meetings held Meetings attended the Stakeholders Relationship Committee is given below
Uday Chitale, 2 2 along with the attendance of the Members. The
Chairperson Stakeholders Relationship Committee met four (4) times
during the year under review on May 1, 2020, July 17,
Ved Prakash 2 2 2020, October 22, 2020 and January 18, 2021.
Chaturvedi
Attendance record of the Members:
Bhargav Dasgupta 2 2 Name of Number of Number of
ii) Stakeholders Relationship Committee Suresh Kumar, 4 4
Chairperson
Terms of reference
Ved Prakash 4 4
• Consider and resolve grievances of security holders of Chaturvedi
the Company, including complaints related to transfer Bhargav Dasgupta 4 4
of shares, non-receipt of annual report and non-receipt
of declared dividends, issue of new/duplicate Sanjeev Mantri 4 4
certificates, general meetings etc.
Vikas Mehra, Company Secretary also acts as the
• Investigating complaints relating to allotment of shares, Compliance Officer of the Company in accordance with the
approval of transfer or transmission of shares, requirements of Listing Regulations.
debentures or any other securities.
Details of Shareholders’ Complaints:
• Redemption of securities and the listing of securities on Sr
stock exchanges. Particular No.
No.
• Allotment of shares and securities. 1. No. of Shareholders’ complaints 0

pending as on April 1, 2020
• Review of measures taken for effective exercise of 2. No. of Shareholders’ complaints 1
voting rights by shareholders. received during the year
• Review of adherence to the service standards adopted 3. No. of Shareholders’ complaints 1

by the listed entity in respect of various services being resolved during the year
rendered by the Registrar & Share Transfer Agent. 4. No. of Shareholders’ complaints 0
pending as on March 31, 2021
• Review of the various measures and initiatives taken
by the Company for reducing the quantum of During the year under review, the Company has not
unclaimed dividends and ensuring timely receipt of received any complaints w.r.t. Non-convertible Debentures
dividend warrants/annual reports/statutory notices by of the Company.
the shareholders of the company.
viii) Strategy Committee
• Carrying out any other function as may be decided by
the Board or prescribed under the Companies Act,
Terms of reference
2013, Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements),
Evaluation of various strategic opportunities including
Regulations, 2015, or by any other regulatory authority.
acquisitions/divestitures and other strategic initiatives for
the Company.

Composition assessment of the clarity with which their mandate is

defined, effective discharge of terms of reference and
The Strategy Committee comprises of Four (4) Members, assessing effectiveness of contribution of their
out of which two (2) are Non-executive, Independent deliberation/ recommendations to the functioning/
Directors, one (1) is Non-executive, Non-independent decisions of the Board.
Director and one (1) is Managing Director & CEO. The
Strategy Committee is chaired by Uday Chitale, The Board Nomination and Remuneration Committee
Non-executive, Independent Director of the Company. evaluated performance of Board as a whole and individual
Ashvin Parekh, Vishakha Mulye and Bhargav Dasgupta directors including chairperson of the Board. In a separate
are the Members of the Committee. During the year under meeting of Independent Directors, performance of
review, no strategy committee meeting was held. Non-independent Directors and of the Board as a whole
was evaluated. Performance of the Chairperson was
ANNUAL PERFORMANCE EVALUATION evaluated taking into account the views of Executive
Directors and Non-executive Directors.
OF DIRECTORS, CHAIRPERSON, THE
BOARD AND ITS COMMITTEES At the Board meeting that followed the meetings of Board
Nomination and Remuneration Committee and
The Company with the approval of its Board Nomination & Independent Directors, the overall performance
Remuneration Committee has put in place an evaluation evaluation process for FY2021 was discussed and the
framework for evaluation of the Board, its Committees, Board determined that the performance evaluation of
Chairperson and individual Directors. Board, its Committees, Chairperson and individual
Directors was satisfactory.
Some of the key factors against which the Board’s
performance is assessed: FAMILIARISATION PROGRAMME FOR
• Discharge of responsibilities and obligations INDEPENDENT DIRECTORS
• Effectiveness in overseeing the material issues
Independent Directors are familiarised with their roles,
• Providing strategic supervision rights and responsibilities in the Company as well as with
the nature of the industry and the business model of the
• Quality and timeliness of information flow between
Company through induction programmes at the time of
the management and the Board for decision-making
their appointment as Directors and through presentations
on economy & industry overview, key regulatory
The evaluation of the Directors, the Board, Chairperson of developments, strategy and performance which are made
the Board and the Committees is carried out through to the Directors from time to time. The details of the
circulation of different questionnaires for each group. familiarization programmes have been hosted on the
website of the Company and can be viewed at
The performance of the Board is assessed basis its roles, https//www.icicilombard.com/docs/default-source/policies
responsibilities and obligations, relevance of Board -of-the-company/familiarisation-programme.pdf
discussions, attention to strategic issues, performance on
key areas, providing feedback to executive management, The Company apprises new Director about the industry /
and assessing the quality, quantity and timeliness of flow business in which it operates, its business model. It also
of information between the management and the Board to familiarizes new Director about the dynamics of the insur-
effectively and reasonably perform their duties. ance industry to help them in meaningful deliberations
and in taking informed decisions.
The evaluation of Directors is assessed basis their
participation, contribution and guidance to the Board and While inducting a Director on the Board, the Company
understanding of areas in their capacity as its members. issues a formal letter of appointment to Director which,
inter alia, explains role, functions, duties and responsibili-
The evaluation criteria for the Chairperson of the Board ties of the Director and the Board’s expectations from the
besides the criteria for assessment of all Directors, Director.
focusses incrementally on leadership abilities, effective
management of meetings, preservation of interest of The programme helps the Director to understand the
stakeholders, ability to guide the Company in key matters Company, its business and the regulatory framework in
and knowledge & understanding of relevant areas. which the Company operates and equips Director to
effectively fulfill their role.
The evaluation of the Committees is based on

POLICY ON DIRECTORS’ APPOINTMENT vide Schedule IV of the Act, provides for an evaluation
mechanism for the Board/Chairperson/Non-executive
AND REMUNERATION
Directors/Whole-time Directors which would need to be
done at a separate Meeting of Independent Directors,
The Company with the approval of its Board Nomination without the attendance of Non-independent Directors and
and Remuneration Committee has put in place a Policy on members of management.
Director’s appointment and remuneration including
criteria for determining qualifications, positive attributes Independent Directors of the Company met on May 2,
and independence of a Director as well as a policy on 2020, without the presence of Whole-time Directors,
Board Diversity. Non-executive, Non-independent Directors and
management personnel to discuss the framework for
The Policy on Board Diversity is hosted on the website of evaluation of Directors. All Independent Directors of the
the Company and can be viewed at Company were present at this meeting. Uday Chitale
https//www.icicilombard.com/docs/default-source/policies chaired the meeting of Independent Directors.
-of-thecompany/board-diversity-policy.pdf
Further, a meeting of Non-executive Directors with
The remuneration payable to Non-executive, Independent Non-executive Chairperson is held every quarter without
Directors is governed by the provisions of the Act and any of the Whole-time Directors being present, to discuss
related rules to the extent applicable and IRDAI guidelines issues and concerns, if any.
issued in this regard. The remuneration for the
Non-executive, Independent Directors of the Company
would be sitting fee for attending each meeting of the
POST-MEETING FOLLOW-UP SYSTEM
Board/Committee as approved by the Board from time to
The Company has an effective post-meeting follow-up
time within the limits as provided under the Act and related
system. The Company tracks important decisions taken
rules. Further, in compliance with IRDAI guidelines and
and discussions held at the Board and Board Committee
the Act, Non-executive, Independent Directors of the
meetings. After each Board and Board Committee
Company are also paid profit related commission as
meeting, action points arising out of it are immediately
approved by Board of Directors and Members of the
informed to the respective stakeholders within the
Company from time to time.
Company for necessary required action. An action taken
report is placed the before Board and Committee.
Further, Board of Directors at their meeting held on April
17, 2021 had approved payment of profit related
commission for FY2021 to Non-executive, Independent DIRECTORS AND OFFICERS INSURANCE
Directors of the Company.
In line with the requirements of Regulation 25(10) of the
IRDAI vide its circular dated August 30, 2018 has issued Listing Regulations, the Company has taken Directors
Guidelines on appointment of Common/Nominee and Officers Insurance for all its Directors.
Director(s) on the Board of Insurance Company, wherein
it is prescribed that no remuneration (except sitting fees to SUCCESSION PLANNING
Non-executive Directors) shall be paid without prior
approval of the IRDAI. Accordingly, during the year under The succession plan of the Company is focussed on
review, the Company had received approval from IRDAI identifying and grooming the talent pool for senior
for payment of profit related commission to common positions and classifying them as per readiness for the
Directors for FY2020. identified roles. This talent pool is reviewed annually, on
the basis of which plans are deployed consistently.
All the Non-executive, Independent Directors would be Further, a succession readiness assessment and gap
entitled to reimbursement of expenses for attending analysis are done to take decisions on attracting external
Board/ Committee Meetings and official visits. The Policy talent, particularly in niche skill areas.
on Appointment and Compensation of Employees and
Framework for Remuneration to Non-executive Directors At the mid to senior management levels, talent
is hosted on the website of the Company and can be assessment and development process ensures that apart
viewed at https://www.icicilombard.com/docs/default from performance, potential is also assessed and
source/shareholding-pattern/remuneration-policy-oficici-l developed. A 360-degree feedback and assessment
ombard.pdf through cross-functional Talent Councils provides holistic
leadership feedback, which helps design specific learning
INDEPENDENT DIRECTOR’S MEETING and development interventions for the leadership teams
.
The code of conduct for Independent Directors prescribed

ROLE OF THE COMPANY SECRETARY IN Nomination and Remuneration Committee approved the
proposal for no revision in the remuneration of the
OVERALL GOVERNANCE PROCESS
Whole-time Directors of the Company for FY2021.
The Company Secretary plays a key role in ensuring that
Further, the Board of Directors, at their meeting held on
the Board (including Committees thereof) procedures are
May 10, 2020, based on the recommendation of the Board
followed and regularly reviewed. The Company Secretary
Nomination and Remuneration Committee approved the
ensures that all relevant information, details and
grant of stock options to Whole-time Directors of the
documents are made available to the Directors and senior
Company under ICICI Lombard Employees Stock Options
management for effective decision-making at the
Scheme-2005 for FY2021, subject to the approval of
meetings. The Company Secretary is primarily
Members of the Company and IRDAI. Subsequently, the
responsible, to ensure compliance with applicable
Board of Directors, at their meeting held on July 17, 2020,
Corporate laws, to provide guidance to Directors and to
based on the recommendation of the Board Nomination
facilitate convening of meetings. The Company Secretary
and Remuneration Committee approved revision in the
interfaces between the management and regulatory
value of perquisites of Whole-time Directors in order to
authorities for corporate governance related matters.
align the same with ICICI Group Scheme for FY2021,
subject to the approval of Members of the Company and
DETAILS OF MANAGERIAL IRDAI.
REMUNERATION FOR FY2021
The Members of the Company had approved the revision
in the remuneration of Whole-time Directors of the
i) Whole-time Directors:
Company at their Twentieth AGM held on August 13,
2020. Further, IRDAI vide its letter dated April 5, 2021 had
In view of the unprecedented situation of the COVID-19
approved the revision in remuneration of the Whole-time
pandemic and its impact, the Board at its meeting held on
Directors of the Company for FY2021.
May 2, 2020, based on the recommendation of the Board
Details of Remuneration (₹ in millions)

Particulars Bhargav Alok Kumar Sanjeev
Dasgupta Agarwal Mantri
Salary as per provisions contained in Section 17(1)
of the Income-tax Act, 1961
Salary and Allowances for FY2021 44.08 24.40 28.12
Variable pay paid in FY2021 including deferred variable 23.02 13.01 13.80
pay for previous years1
Value of perquisites under Section 17(2) of the
Income-tax Act, 19612
Perquisites 2.43 2.96 0.95
Profits in lieu of salary under Section 17(3) of the - - -
Income-tax Act, 1961
Stock Options – ICICI Lombard General Insurance 246,000 104,500 118,500
Company Limited (nos)
Sweat Equity - - -
Commission
- as % of profit - - -
- others, specify
Others - Retirals (PF3) 2.94 1.35 1.57
Note: For the financial year ended March 31, 2021 the numbers indicated are the amounts paid/options granted during FY2021 as per
IRDAI approvals.
1
The Variable pay includes deferred variable pay of previous years as approved by IRDAI and paid during FY2021.
2
Value of perquisites exclude stock options exercised during FY2021 which does not constitute remuneration paid to the Whole-time
Directors for FY2021.
3
Provident fund contribution made by the Company in excess of J 0.75 million has been considered in Perquisites.
Provisions towards gratuity, leave accrued and long term performance pay are determined actuarially on an overall basis and accordingly
have not been considered for the above disclosure.

ii) Non-executive, Independent Directors: requires the Company to make the following disclosures
on remuneration on an annual basis in the Annual Report:
The Company’s Non-Executive and Independent
Directors do not have any pecuniary relationships or (i) Qualitative Disclosures
transactions with the Company, other than insurance
policies taken by them, if any in the ordinary course of A. Information relating to the design and structure of
business, sitting fees and reimbursements paid to them remuneration processes
for attending Board and Committee Meetings, profit
related commission and dividend in the capacity as a 1. Key features and objectives of remuneration policy
shareholder. As provided in the Articles of Association of
the Company, the fees payable to the Non-executive, The Company has under the guidance of the Board and
Independent Directors for attending a Meeting of the the Board Nomination and Remuneration Committee
Board or Committee thereof is decided by the Board from (“BNRC/Committee”), followed compensation practices
time to time within the limits prescribed by the Act. intended to drive meritocracy and fairness.
The details of sitting fees and profit-related The twin pillars of performance management and talent
commission paid to Non-executive, Independent management system are closely intertwined with the
Directors of the Company during FY2021 are as compensation, benefits and reward mechanism of the
follows: Company. While the Company strives to ensure internal
and external equity that are consistent with emerging
Profit-related market trends, its business model and affordability based
Name of the Director Sitting fees
Commission1 on business performance sets the overarching boundary
(₹ in million) conditions. This approach has been incorporated in the
Lalita D. Gupte 1.60 1.00 Compensation Policy, the key elements of which are given
below:
2
Uday Chitale 1.78 1.00
Ved Prakash Chaturvedi 1.25 1.00 a. Effective governance of compensation:
Ashvin Parekh2 1.72 1.00 The BNRC has oversight over compensation. The
Suresh Kumar 1.19 1.00 Committee defines Key Performance Indicators (KPIs) for
Whole-time Directors and the organisational performance
Murali Sivaraman 1.51 1.00 norms for bonus based on the financial and strategic plan
approved by the Board. The KPIs include both
quantitative and qualitative aspects. The BNRC assesses
1
Profit related commission for FY2021 will be paid in organizational performance as well as the individual
FY2022. performance for Whole-time Directors of the Company.
2
Being Common Directors, as per IRDAI guidelines profit Based on its assessment, it makes recommendations to
related commission is subject to approval of IRDAI. the Board regarding compensation for the Whole-time
Directors of the Company and bonus for employees,
(iii) Non-executive, Non-independent Directors: including senior management and key management
personnel.
Non-executive, Non-independent Directors were not
eligible for any sitting fees and profit-related commission b. Alignment of compensation philosophy with
during FY2021. prudent risk taking:
Compensation Policy and Practices The Company seeks to achieve a prudent mix of fixed and
variable pay, with a higher proportion of variable pay at
Remuneration disclosures pursuant to IRDAI senior levels and no guaranteed bonuses. Compensation
guidelines is sought to be aligned to both financial and non-financial
indicators of performance including aspects like risk
Pursuant to IRDAI guidelines on Remuneration of management and customer service. In addition, the
Non-executive Directors and Managing Director/ Chief Company has an employee stock option scheme aimed at
Executive Officer/Whole-time Directors of Insurers aligning compensation to long term performance through
(“IRDAI Guidelines”) issued vide reference no. stock option grants that vest over a period of time to senior
IRDA/F&A/GDL/LSTD/155/08/2016 dated August 5, 2016 management and Whole-time Directors. Compensation to

3. Discussion of the ways in which these measures

staff in financial and risk control functions is independent affect remuneration.
of the business areas they oversee and depends on their
performance assessment. Every year, the financial plan/targets are formulated in
conjunction with a risk framework with limit structures for
2. Whether the Remuneration Committee reviewed the various areas of risk/lines of business, within which the
firm’s remuneration policy during the past year, and if Company operates to achieve the financial plan. To
so, an overview of any changes that were made. ensure effective alignment of compensation with prudent
risk taking, the BNRC takes into account adherence to the
The Company’s Remuneration Policy was reviewed by risk framework in conjunction with which the financial
the BNRC and the Board at their meeting held on May 2, plan/targets have been formulated. KPIs of Whole-time
2020. There were no changes made in the Remuneration Directors as well as employees, incorporate relevant risk
Policy. management related aspects. For example, in addition to
performance targets in areas such as growth and profits,
3. Discussion of how the Company ensures that risk performance indicators include aspects such as the
and compliance employees are remunerated combined ratio and reserving. The BNRC takes into
independently of the businesses they oversee. consideration all the above aspects while assessing
organisational and individual performance and making
The compensation of staff engaged in control functions compensation related recommendations to the Board.
like risk and compliance depends on their performance,
which is based on achievement of the key results of their 4. Discussion of how the nature and type of these
respective functions. Their goal sheets do not include any measures have changed over the past year and
business targets. reasons for the changes, as well as the impact of
changes on remuneration.
B. Description of the ways in which current and future
risks are taken into account in the remuneration The nature and type of these measures have not changed
processes over the past year and hence, there is no impact on
remuneration.
1. Overview of the key risks that the Company takes
into account while implementing remuneration C. Description of the ways in which the Company
measures. seeks to link performance during a performance
measurement period with levels of remuneration
The Board approves the risk framework for the Company
and the business activities of the Company are 1. Overview of main performance metrics for the
undertaken within this framework to achieve the financial Company, top level business lines and individuals.
plan. The risk framework includes the Company’s risk
appetite, limits framework and policies and procedures The main performance metrics include business growth,
governing various types of risk. KPIs of Whole-time market share, profits, strategic goals for future, risk
Directors as well as employees, incorporate relevant risk metrics (such as combined ratio), compliance with
management related aspects. For example, in addition to regulatory norms, refinement of risk management
performance targets in areas such as growth and profits, processes and customer service. The specific metrics and
performance indicators include aspects such as weightages for various metrics vary with the role and level
Combined Ratio. The BNRC takes into consideration all of the individual.
the above aspects while assessing organizational and
individual performance and making compensation related 2. Discussion of how amounts of individual
recommendations to the Board. remuneration are linked to the Company-wide and
individual performance.
2. Overview of the nature and type of key measures
used to take account of these risks, including risk The BNRC takes into consideration all the above aspects
difficult to measure. while assessing organisational and individual
performance and making compensation related
The annual performance targets and performance recommendations to the Board regarding the level of
evaluation incorporate both qualitative and quantitative performance bonus for employees and the performance
aspects including combined ratio, reserving and assessment of Whole-time Directors. The performance
refinement/improvement of the risk management assessment of individual employees is undertaken based
framework. on achievements vis-à-vis their goal sheets, which
incorporate the various aspects/metrics described earlier.

3. Discussion of the measures the Company will in outlined in the policy, the BNRC may decide to apply
general implement to adjust remuneration in the malus/clawback on none, part or all of the unvested
event that performance metrics are weak, including deferred variable compensation.
the Company’s criteria for determining ‘weak’
performance metrics. (ii) Quantitative disclosures (Whole-time Directors
including Managing Director and CEO)
The Company’s Compensation Policy outlines the
measures which the Company will implement in the event The following table sets forth, for the period indicated, the
of a reasonable evidence of deterioration in financial details of quantitative disclosure for remuneration of
performance. In case such an event occur in the manner Whole-time Directors:
Particulars At March 31, 2021
Number of Whole-time Directors including Managing Director and CEO having 3

received a variable remuneration award during the financial year
Number and total amount of sign-on awards made during the financial year Nil
Details of guaranteed bonus, if any, paid as joining / sign on bonus Nil
Breakdown of amount of remuneration awards for the financial year (₹ in million)
Fixed1 107.37
Variable2 28.52
Deferred NIL
Non-deferred 28.52
Share-linked instruments2
Stock Options – ICICI Lombard General Insurance Company Limited (nos.) 469,000
Total amount of deferred remuneration paid out during the year (₹ in million) 21.30
Total amount of outstanding deferred remuneration
Cash (₹ in million) 23.13
Shares (nos.) NIL
Shares-linked instruments2
ICICI Bank3 687,680
ICICI Lombard 778,130
Other forms NIL
1.
Fixed pay includes basic salary, supplementary allowances, contribution to provident fund and gratuity fund by the
Company.
2.
For the year ended March 31, 2021, variable pay and share-linked instruments represent amounts paid/options awarded
for the year ended March 31, 2020 as per IRDAI approval.
3.
Pursuant to the issuance of bonus shares by the ICICI Bank under ICICI Bank ESOS scheme on June 24, 2017, the
share-linked instruments have been adjusted with increase of one option for every 10 outstanding options.

INTERNAL CONTROL controls commensurate with size, scale and complexity of

its operations. The effectiveness of internal controls over
The Company has adopted the following Frameworks in financial reporting is exhibited through controls testing
accordance with the requirements laid down under with samples and has not reported any deficiencies. The
Corporate Governance Guidelines. Company has in place Entity Level Controls which broadly
cover Corporate Governance, Core Committees, Core
i. Internal Audit Framework Policies and Risk and Fraud Control framework and have
found no deficiencies in its annual evaluation for FY2021.
The Company has an established internal audit
framework approved by the Board, which is based on a The COVID-19 pandemic outbreak has had far reaching
risk based approach. An annual risk-based internal audit impact on several critical risk areas of the business. The
plan is drawn up on the basis of risk profiling of the Company on assessment of the associated risks,
businesses/departments of the Company which is commenced preparation for risk mitigation at the
approved by the Audit Committee. beginning of March 2020. The Company activated the
Crisis Management Team (“CMT”) that has been regularly
The key audit findings, the recommendations and reviewing the developing situation to calibrate the
compliance mechanism are reported to the Audit Company’s response. The CMT conceptualised and
Committee every quarter. The Audit Committee actively formulated the business continuity plans for the Company
monitors the implementation of its recommendations. The prioritizing the dual objectives of employee safety and
Chairman of the Audit Committee briefs the Board on delivering customer commitments. From an entity level
deliberations at the Audit Committee Meeting in relation to risk evaluation perspective, the Company believes that
the key audit findings. the risks arising out of the pandemic are presently at
manageable levels for the Company. Processes and
In accordance with IRDAI directives, the Company carries controls followed to prepare the financials are found to
out a concurrent audit of investment operations through a hold good and no new financial reporting risks were
Chartered Accountant firm and reports the findings to the identified or observed on account of COVID-19. The
Audit Committee. Company is closely watching the developing situation for
appropriate risk mitigation and management.
ii. Compliance framework
Risk Management Framework
The Company has in place Compliance Monitoring
Framework which articulates the compliance The objective of the Risk Management Framework (“the
requirements of different activities of the Company with Framework”) of the Company is to ensure that various
respect to the Insurance Laws, identification of risks are identified, measured, mitigated and that policies,
assessment units and sub-assessment units, control procedures and standards are established to address
mechanisms to mitigate the inherent risk and these risks for systemic response and adherence. The
determination of residual risk. The compliance function of Company has identified enterprise wide risks, which are
the Company disseminates the information regarding the categorized under five broad risk groups namely Credit
relevant laws, regulations and circulars related to Risk, Market Risk, Underwriting Risk, Operational Risk
insurance business to various functions. It also serves as and Strategic Risk. The broad structure of the Framework
a reference point for the employees of various functions is as follows:
for seeking clarifications on applicable laws, regulations
and circulars issued by the regulatory authorities. The Risk Identification, Assessment and Mitigation process;
compliance function of the Company also monitors the Risk Management and Oversight structure; and
adequacy of the compliance framework across the Risk Monitoring and Reporting Mechanism.
Company through its compliance testing plan. Key issues
observed as part of this monitoring are reported to the The Enterprise Risk Management ("ERM") function of the
Audit Committee every quarter and implementation of Company undertakes a comprehensive Risk and Control
recommendations is actively monitored. A compliance Self-Assessment (R & CSA) activity for all units forming
certificate signed by the Managing Director & CEO, based part of the risk universe of the Company, to manage the
on the certification from respective functional heads, is existing and emerging risk areas for the Company.
placed at the Audit Committee and Board of Directors on
a quarterly basis. The senior management of the Company is responsible
for a periodic review of the risk management process to
iii. Internal Controls over Financial Reporting ensure that the process initiatives are aligned to the
desired objectives.
The Company has in place adequate internal financial

The Company has an Operational Risk Management & Cyber Security. The Company also has an Information
Committee, a Market Risk Management Committee and Security Committee which reviews the key risks and
an Outsourcing Committee. The referred Committees are mitigations plans with respect to information security.
internal governance Committees comprising of various
functional Heads of the organisation, to monitor the levels Stress testing is conducted to identify and quantify the
of risk and their effective management in different focused overall impact of different stress scenarios on the
areas of ERM. Company’s financial position.
The risks are further monitored on a quarterly basis by The Company was the first Indian Company to be certified
using a heat map based on probability and severity. A Risk by the British Standard Institution (BSI) for its Enterprise
Register is maintained to capture inventory of risks that Risk Management Framework being compliant with the
the Company is exposed to along with mitigation and ISO 31000:2018 standard. The Company has
corrective action plans. The Risk Management Committee successfully renewed its ISO certification for 3 years in
is updated on the progress on a quarterly basis. 2021, subject to annual audits.
As part of the ERM exercise, critical risks along with the Cyber Security
detailed mitigation plan are presented to the Risk
Management Committee on a quarterly basis. The risk Digital transformations have been making waves across
mitigation plans are monitored regularly by the Company all industries and there are multiple areas that are creating
to ensure their timely and appropriate execution. The disruptions in technology. Such rapid digitization of
Company further measures each of its risk items against businesses has made cyber security increasingly
a set of predefined tolerance levels. These levels and the important. Focus on cyber security is also increasing
subsequent tolerance scores are classified as high, rapidly due to many highly innovative and disruptive
medium and low risk respectively. security breaches threatening financial services industry.
The Internal Audit Department is responsible for reviewing The Company has a governance framework for cyber &
the adherence to various risk management processes information security with oversight from the Information
within the Company and for the review of Security Committee which has executive level
self-assessments of risk management activities. Further, representatives from all functions within the Company.
compliance testing is done on a periodic basis and the The security strategy is based on the principles of
Audit Committee is kept appraised of the outcome of the “defence in depth” strategy in order to strengthen the
same. management of IT risk and controls. The triad of
Confidentiality, Integrity, and Availability (CIA) forms the
The Reinsurance Program of the Company defines the core of the Company’s cyber & information security
retention limit for various classes of products. Further, the framework.
Company has in place a risk retention reinsurance
philosophy, which defines the product-wise retention limits The Company has established a Board approved
on a per-risk basis as well as a retention limit on a Information & Cyber Security Policy which also
per-event basis. The Underwriting Policy defines incorporates a cyber-crisis management plan.
product-wise approval limits for various underwriters. The Implementation of the policy & plan ensures all
Investment Policy lays down the asset allocation strategy information assets are safeguarded by establishing
to ensure financial liquidity, security and diversification. comprehensive management processes throughout the
The Company also has in place a Capital Adequacy and organization. The Company’s cyber security approach
Liquidity Management Framework and an Asset Liability covers all aspects of prevention, detection and response
Management Policy. These policies ensure maintenance to cyber threats. Some of the implemented controls
of adequate level of capital at all times to meet diverse include Distributed Denial of Service (DDoS), Advanced
risks related to the market and the Company’s operation. Threat Prevention, Next Generation Firewall with
The Operational Risk Management Policy defines the integrated Intrusion Prevention System (IPS), Data
tolerance limits and lays down the framework for Leakage Prevention, Threat Intelligence and Simulation
monitoring, supervision, reporting and management of services etc.
operational risks of the Company. The Company has also
adopted the Information Security Policy and Cyber As part of our Information Security framework based on
Security Policy in line with the Group Information Security ISO 27001:2013 standard and guidelines from IRDAI,
Policy and the Guidelines issued by IRDAI on Information independent auditors periodically review, validate and
certify the controls implemented by the Company.

RISK MANAGEMENT ASSESMENT ON II. Market Risk Management

COVID-19 The Company closely monitors the market movement in
the equity and debt portfolio and the Company risk
The COVID-19 pandemic outbreak has had far reaching management philosophy is that if the decline in the
ramifications in terms of its impact on human lives and portfolio exceeds the risk appetite and risk tolerance
business. The pandemic has impacted various thresholds defined in the Risk Management Framework,
organizations across the globe in unprecedented ways, appropriate calls would be taken by the Company on its
including impacting several critical risk areas. investment portfolio to address the same.
The Company, anticipating the spread of COVID-19 and The Company has a defined risk threshold for quantum of
the associated risks, commenced preparation for risk investment in liquid assets to manage liquidity risk and the
mitigation at the beginning of March 2020. The Company Company was within the risk tolerance threshold as on
already had a Business Continuity Management Policy March 31, 2021.
and Crisis Management Framework in place. The
Company activated the Crisis Management Team III. Underwriting Risk Management
("CMT"). The CMT has been regularly reviewing the
developing situation to calibrate the Company’s response The Company is leveraging on technology and
accordingly. undertaking virtual risk inspections ("VRA") wherein
customer site inspections are being undertaken via video
The broad measures undertaken by the Company to streaming. The Company has also prepared detailed risk
handle the Crisis arising due to spread of COVID-19, questionnaires (in cases where virtual inspection is
covers the critical areas of employee safety and social difficult), wherein responses are being sought from
distancing, employee engagement and welfare, key customers and accordingly underwriting decisions are
initiatives with respect to re-alignment and review of being taken, based on information furnished by the
internal processes, transactions and reporting and customers.
ensuring minimum business continuity objective.
The Company is required to appoint a surveyor to
The Company also undertook regular risk assessment undertake inspection of sites where a claim has been
and evaluation with respect to the impact of the pandemic reported and submit a loss assessment report, prior to
outbreak on various areas of enterprise risk such as credit settlement of claims. The Company was focused on
risk, market risk, underwriting risk, operational risk and appointing those surveyors who possess the required
strategic risk. technological tools for undertaking virtual surveys for
claims assessment.
Certain key risk assessments undertaken by the
Company in the wake of COVID -19 include therein the
following:
The impact of COVID-19 did not breach the overall risk
appetite levels of the Company as at March 31, 2021 and
I. Credit Risk Management the Company does not foresee the pandemic outbreak
having a material impact on its profitability.
The Company faces a credit risk, predominantly with
respect to its re-insurance and investments portfolio. The IV. Operational Risk Management
Company has a strong panel of reinsurers and during the
renewal process had further improved the quality and COVID-19 did not impact the Company’s emphasis on the
strength of the panel. The top 10 international re-insurers control environment, risk assessment, control activities,
on the panel of the Company are leading players in the information and communication and monitoring controls
global re-insurance market. except for a few operational deviations like:
Relying on electronic document wherever

The solvency margin continues to be well over the physically signed document was procured earlier for
regulatory prescribed limit of 1.5 times as at March 31, policy booking.
2021, post the required calculations being carried out in
accordance with regulatory norms. Exhibiting a maker-checker sign off via
technology based approval platforms, which in normal
The Company is continually monitoring the credit ratings circumstances are taken on hard copies in certain defined
of investee companies, and if a reasonable decline in cases.
credit worthiness of investee companies is observed,
suitable remedial action would be undertaken, based on The Company kept a close focus on cyber security in a
the specific situation at hand. Work From Home (“WFH”) environment. The cyber

security practices were strengthened in view of the levels and the Company would aim at
external threat environment. WFH best practices including ontinuing to generate revenue through renewals of its
Do's and Don'ts were rolled out to users on a periodic current policies.
basis using various digital communication channels in the
Company. The Company took continual and proactive efforts on a
sustained basis for educating policyholders through SMS,
Processes followed to prepare the financials were e-mails, etc. with respect to utilizing digital methods.
effective and no new financial reporting risks were
observed. The Company did not observe any deviations in With respect to reputational risk management, the
the process of procuring information for preparing the Company believes that there have been no untoward
financials. The process of performing reconciliations to incident(s) faced, which would have a material impact on
match the information in financial systems vis-a-vis the the brand reputation of the Company.
respective feeder systems is being followed in a business
as usual environment. VI. Enterprise Risk Evaluation and Management
V. Strategic Risk Management The incidence of COVID-19 related infections saw a huge
surge in the second wave across India. This has resulted
The Company believes that on account of the pandemic in some disruptions of business activities and higher rate
outbreak and partial lockdown orders by the Government, of hospitalization, though low rate of mortality compared
the quantum of business sourced could be below the level to the first wave of COVID-19 infections. Further, the new
of business done had there been no strains of virus being discovered on a periodic basis are a
similar government orders. cause of concern and the extent of potential impact
attributable to the new strains of virus is being observed
By virtue of industries and offices staying partially closed, carefully and cannot be predicted with certainty. The
the quantum of new business sourced could be at lower Company is closely watching the developing situation for
appropriate risk mitigation and management.
GENERAL BODY MEETINGS:
i) Annual General Meetings
The details of the Annual General Meetings held in the last three financial years are given below:
Annual General Meeting Day, Date Time Mode Venue/Deemed Venue

Twentieth Annual Thursday, 2.00 p.m. Video ICICI Lombard House, 414, Veer
General Meeting August 13, 2020 Conferencing/Other Savarkar Marg, Near Siddhivinayak
Audio Visual Means Temple, Prabhadevi, Mumbai 400 025
Nineteenth Annual Thursday, June 11.30 a.m. Physical Ravindra Natya Mandir,
General Meeting 27, 2019 P. L. Deshpande Maharashtra Kala
Academy, Near Siddhivinayak Temple,
Sayani Road, Prabhadevi, Mumbai
400 025
Eighteenth Annual Thursday, July 2.30 p.m. Physical Swatantrya Veer Savarkar Auditorium,
General Meting 12, 2018 252, Shivaji Park, Dadar (West), Mumbai
400 028
The details of the Special Resolutions passed in the Annual General Meetings held in previous three financial years
are given below:-
General Body Meeting Day and Date Special Resolution
Twentieth Annual Thursday, No special resolution was passed

General Meeting August 13, 2020
Nineteenth Annual Thursday, June No special resolution was passed

General Meeting 27, 2019
Eighteenth Annual Thursday, July 1. Approval and ratification of ICICI Lombard General Insurance Company
General Meeting 12, 2018 Limited-Employee Stock Option Scheme-2005;
2. Approval to Grant of Employee Stock Option to the Employees/Directors
of Holding and Subsidiary Company(ies) (Present & Future) under the
Revised Scheme.

ii) Extraordinary General Meeting (EGM): conducting the postal ballot process. The Scrutinizer
submitted their report after the completion of the scrutiny
No Extraordinary General Meeting was held during the of the e-voting. Based on the Scurtinisers Report, the
financial year under review. resolution was passed on December 11, 2020 and the
result of Postal Ballot was declared on December 11,
iii) National Company Law Tribunal convened 2020 and communicated to the stock exchanges and
Meeting: displayed on the Company’s website at
www.icicilombard.com.
The Board of Directors of the Company at their Meeting
held on August 21, 2020 had approved demerger of the DETAILS OF THE ORDERS PASSED
general insurance business of Bharti AXA General
Insurance Company Limited into the Company through BY THE REGULATORS/COURTS/
Scheme of Arrangement. In compliance with Order dated TRIBUNALS DURING THE YEAR
December 18, 2020 passed by the Hon’ble National
Company Law Tribunal, Mumbai Bench in the Company The Company in its ordinary course of business receives
Scheme Application No. CA (CAA) 1152/MB/2020, a order from Regulators / Courts / Tribunals. There are no
meeting of the equity shareholders of the Company was significant material orders passed by the Regulators /
held on Tuesday, February 23, 2021 at 2:30 p.m. (IST) Courts / Tribunals which would impact the going concern
through Video Conference/ Other Audio Visual Means to status of the Company and its future operations.
consider and approve the Scheme of Arrangement
amongst Bharti AXA General Insurance Company Limited
and ICICI Lombard General Insurance Company Limited
MEANS OF COMMUNICATION
and their respective shareholders and creditors under
It is the Company’s belief that all stakeholders should
Sections 230 to 232, other applicable provisions of the
have access to complete information regarding its position
Companies Act, 2013 and Sections 35 to 37 of the
to enable them to accurately assess its future potential.
Insurance Act, 1938. The Scheme was approved by
The Company disseminates information on its operations
majority of equity shareholders representing three-fourth
and initiatives on a regular basis. The Company’s website
in value of the equity shareholders of the Company voted
(www.icicilombard.com) serves as a key awareness
through remote e-voting and e-voting during the Meeting.
facility for all its stakeholders, allowing them to access
The voting Results of the aforesaid meeting are available
information at their convenience. It provides
on the website of the Company.
comprehensive information on the Company’s strategy,
financial performance, operational performance and the
iv) Postal Ballot:
latest press releases.
During FY2021, the members of the Company had
The Company’s investor relations personnel respond to
passed Ordinary resolution on December 11, 2020 for
specific queries and play a proactive role in disseminating
re-appointment of Alok Kumar Agarwal (DIN: 03434304),
information to both analysts and investors. All information
as a Whole-time Director designated as Executive
which could have a material bearing on the Company’s
Director-Wholesale of the Company.
share price is released as per regulatory requirements.
The information is also disseminated to the NSE and BSE
Procedure from time to time.
The Company follows the procedure as prescribed under The financial and other information and the various
Section 108 and Section 110 of the Act read with Rule 22 compliances as required/prescribed under the SEBI
of the Companies (Management and Administration) regulations are filed electronically with NSE and BSE
Rules, 2014, Secretarial Standards-2 on General through NSE Electronic Application Processing System
Meetings, MCA Circulars dated April 8, 2020, April 13, (NEAPS) and through BSE Listing Centre, respectively
2020, June 15, 2020, September 28, 2020 and December and are also available on their respective websites in
31, 2020 (collectively referred to as “MCA Circulars”) and addition to the Company’s website. Additionally,
Regulation 44 of Listing Regulations, as amended from information is also disseminated to BSE and NSE
time to time. The Members were provided the facility to wherever required through e-mail.
cast their votes through electronic voting (e-voting) only
pursuant to MCA Circulars. The Board of Directors of the The Company’s quarterly financial results are published in
Company, appointed Ashwini Inamdar (Membership No. the Financial Express (Mumbai, Pune, Ahmedabad,
F9409), Partner and failing her, Atul Mehta (Membership Lucknow, Delhi, Calcutta, Chandigarh, Chennai, Banga-
No. F5782), Partner, representing Mehta & Mehta, lore, Hyderabad, Cochin edition) and Loksatta (Mumbai
practicing company secretaries as the Scrutinizer for

edition). The financial results, official news releases, GENERAL SHAREHOLDERS
corporate presentation, quarterly earning call transcripts
INFORMATION
and quarterly earning call audio recording are also
available on the Company’s website and can be viewed at
In view of the outbreak of the Covid-19 pandemic, social
https://www.icicilombard.com/investor-relations.
distancing is a pre-requisite and accordingly the AGM is
proposed to be convened through Video Conference
The Annual Report containing, inter alia, Audited Financial
(“VC”) / Other Audio Visual Means (”OAVM”), in
Statement, Board’s Report, Auditors’ Report,
compliance with applicable provisions of the Act read with
Management Discussion and Analysis Report and other
the General Circular dated April 8, 2020, General Circular
important information is circulated to the members and
dated April 13, 2020, General Circular dated May 5, 2020
others entitled thereto. The Annual Report is also
and General Circular dated January 13, 2021, issued by
available on the website of the Company.
the Ministry of Corporate Affairs (”MCA”). Considering the
same, the deemed venue for 21st AGM shall be the
MANAGEMENT DISCUSSION AND registered office of the Company. In view of the same, the
ANALYSIS REPORT Members of the Company are given the facility to attend
and participate in the AGM through VC/ OAVM, by
Pursuant to Regulation 34 of the Listing Regulations, the following the procedure mentioned in the Notice of the
Management Discussion and Analysis Report for the AGM.
financial year under review, is presented in a separate
section, forming part of this Annual Report.
Registration No. 129408

Corporate Identification Number (CIN) L67200MH2000PLC129408
Financial Year 2020-21
Board meeting for adoption of Audited Financial Accounts Saturday, April 17, 2021
Day, Date and Time of 21st Annual General Meeting Tuesday, August 10, 2021 at 2:00 p.m.
Financial Year April 1- March 31
Book Closure August 4, 2021 to August 10, 2021
Date of Dividend Payment On or before September 8, 2021
Company’s Website www.icicilombard.com
v) Dividend History along with its date of transfer to Investor Education and Protection Fund ("IEPF"):
FY2020-21
Dividend Type Percentage Date of Declaration Date of Transfer to IEPF
Interim 40.0 March 5, 2021 April 5, 2028
FY2019-20
Interim 35% October 18, 2019 November 18, 2026
FY2018-19
Final 35% June 27, 2019 August 5, 2026
Interim 25% October 20, 2018 November 19, 2025
FY2017-18
Final 25% July 12, 2018 August 13, 2025
Interim 7.5% October 17, 2017 November 16, 2024
Interim 7.5% June 23, 2017 July 29, 2024

FY2016-17
Interim 10% March 25, 2017 April 30, 2024
Interim 10% December 23, 2016 January 29, 2024
Interim 8% September 26, 2016 November 1, 2023
Interim 7% June 27, 2016 August 2, 2023
FY2015-16
Interim 7.5% March 28, 2016 April 27, 2023
Interim 7.5% December 24, 2015 January 29, 2023
Interim 7.5% September 28, 2015 October 30, 2022
Interim 7.5% June 23, 2015 July 29, 2022
FY2014-15
Interim 5.0% March 26, 2015 May 1, 2022
Members who have not claimed their dividend so far Currently, the Equity Shares and Non-convertible
irespect of aforesaid periods, are requested to make their Debentures issued by the Company are listed at:
claims by sending an e-mail to [email protected] or
[email protected] before the same are due for Code for the
transfer to IEPF. Stock Exchange
Company’s securities
Further, pursuant to the provisions of Section 124 of the Non-

Act, read with the relevant Rules made thereunder, shares Equity Convertible
on which dividend has not been paid or claimed for seven Debentures
(7) consecutive years or more shall be transferred to the BSE Limited
IEPF. Phiroze Jeejeebhoy Tower, 540716 954492
Dalal Street, Mumbai 400001
During the year under review, the Company had sent National Stock Exchange of
multiple reminders to the shareholders whose dividend India Limited
were unclaimed to claim their dividend. The Company Exchange Plaza, 5th Floor, ICICIGI ILGI26
also provided necessary assistance to the members to Plot C/1 , G Block, Bandra-Kurla
claim their unpaid/unclaimed dividend. The Company has Complex, Bandra (East),
also hosted the details of unclaimed dividend on the Mumbai 400051
website of the Company at
https://www.icicilombard.com/investor-relations. Vikas The Company has paid annual listing fees for the relevant
Mehra, Company Secretary is Nodal Officer and Akshay period to BSE and NSE, where its Equity Shares and
Parekh, Chief Manager-Secretarial is Deputy Nodal Non-Convertible Debentures are listed.
Officer for the purpose of co-ordinating with IEPF
authorities. The details of Nodal Officer and Deputy Nodal viii) Annual Renewal Fees
Officer are hosted on the website of the Company at
https://www.icicilombard.com/investor-relations The Company has paid annual renewal fees as
prescribed under IRDAI (Registration of Indian Insurance
vi) Disclosures with respect to demat suspense Companies) Regulations, 2000 for FY2021.
account/unclaimed suspense account
ix) Inclusion of ICICI Lombard in ‘Futures & Options’
There were no shares lying in the unclaimed suspense trading at NSE
account for FY2021.
NSE vide its Circular dated October 29, 2020 has
vii) Listing of Equity Shares and Non-Convertible introduced trading in ‘Futures & Options’ (F&O) Contracts
Debentures on Stock Exchanges in the securities of the Company effective from October
30, 2020.

x) Market Price Information
The reported high and low closing prices and volume of Equity shares of the Company traded on BSE and NSE
during the period April 1, 2020 to March 31, 2021:
BSE NSE Total Volume

Month on BSE &
High (₹) Low (₹) Volume High (₹) Low (₹) Volume
NSE
2020
April 1,324.95 1,013.65 874,111 1,325.00 1,013.00 12,998,207 13,872,318
May 1,372.20 1,126.05 328,122 1,372.20 1,125.05 12,672,778 13,000,900
June 1,384.40 1,222.90 2,830,723 1,386.65 1221.10 41,709,020 44,539,743
July 1,345.80 1,238.60 332,055 1,346.00 1,238.00 9,605,287 9,937,342
August 1,424.25 1,251.00 687,374 1,424.00 1,250.00 10,116,102 10,803,476
September 1,335.15 1,204.05 292,587 1,335.05 1,200.00 10,291,118 10,583,705
October 1,308.00 1,201.00 229,230 1,309.35 1,200.00 8,348,077 8,577,307
November 1,474.95 1,218.00 2,848,025 1,474.00 1,219.10 16,639,110 19,487,135
December 1,539.75 1,402.40 635,395 1,540.30 1,404.00 16,782,453 17,417,848
2021
January 1,625.00 1,300.25 522,133 1,626.45 1,300.00 15,192,214 15,714,347
February 1,541.00 1,295.00 638,149 1,541.80 1,295.00 19,391,224 20,029,373
March 1,533.45 1,377.90 455,468 1,534.75 1,377.55 10,170,776 10,626,244
ICICI LOMBARD VS SENSEX

180.00
160.00
140.00
120.00
ICICI LOMBARD
100.00
BSE
80.00
60.00
Apr-20 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20 Jan-21 Feb-21 Mar-21

ICICI LOMBARD VS NIFTY 50

180.00
160.00
140.00
120.00
ICICI LOMBARD
100.00
NIFTY
80.00
60.00
Apr-20 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20 Jan-21 Feb-21 Mar-21
Note: Share price and Index Price are rebased to 100 for closing price as on April 1, 2020.
xi) Share Transfer System

xiii) Registrar and Transfer Agents
Pursuant to SEBI Notification No.
SEBI/LAD-NRO/GN/2018/24 dated June 8, 2018 and For Equity Shares of the Company, the Registrar and
further amendment vide Notification No. Transfer Agent of the Company is KFin Technologies
SEBI/LAD-NRO/GN/2018/49 dated November 30, 2018, Private Limited (Erstwhile Karvy Fintech Private Limited).
requests for effecting transfer of securities in physical
form (except in case of transmission or transposition of For Non-convertible Debentures of the Company, the
securities) is restricted w.e.f. April 1, 2019. In case of Registrar and Transfer Agent of the Company is Link
shares in electronic form, the transfers are processed by Intime India Private Limited.
NSDL/CDSL through respective Depository Participants.
In compliance with the Listing Regulations, a Practicing Investor services related queries / requests /
Company Secretary carries out audit of the System of complaints may be directed at the address as under:
Transfer and a certificate to that effect is issued.
Equity Shares
Therefore, Members holding shares in physical form are
requested to take action to dematerialize the Equity KFin Technologies Private Limited
Shares of the Company, promptly. The Members can Selenium Tower B, Plot 31 & 32, Financial District,
contact the Company or Company’s RTA i.e. KFin Nanakramguda, Serilingampally Mandal, Hyderabad
Technologies Private Limited for assistance in this regard. 500 032, Telangana
Members may also refer to Investor FAQs hosted on the Tel: +1800 309 4001
website of the Company and can be viewed at E-mail: [email protected]
https://www.icicilombard.com/investor-relations
Non-convertible Debentures
xii) Dematerialisation of Shares and Liquidity
Link Intime India Private Limited
The Company’s shares are compulsorily traded in
247, Lal Bahadur Shastri Marg, Surya Nagar, Gandhi
dematerialised form on NSE and BSE. Equity shares of
Nagar, Vikhroli West, Mumbai 400 083
the Company representing 99.99% of the Company’s
Tel No. : +91-22-2596 3838
equity share capital are dematerialised as on March 31,
Fax No. : +91-22-2594 6979
2021. Under the Depository System, the International
E-mail: [email protected]
Securities Identification Number (ISIN) allotted to the
Company’s shares is INE765G01017.

xiv) Information on Shareholding:
a. Shareholding pattern of the Company as on March 31, 2021:
Sl. Number of shares

Category / Name of Shareholder % total
No. on March 31, 2021
1. ICICI Bank Limited ( Promoter) 235,843,806 51.88
2. Foreign Institutional Investors/Foreign Portfolio Investors 132,177,177 29.08
3. Domestic Mutual Funds 44,764,459 9.85
4. Retail Shareholders 23,773,442 5.22
5. Alternative Investment Funds 5,601,957 1.23
6. Bodies Corporates 2,939,988 0.65
7. Qualified Institutional Buyers 3,733,109 0.82
8. Directors 1,276,328 0.28
9. Non-Resident Indian (Non-Repatriation) 962,061 0.21
10. Hindu Undivided Family 601,979 0.13
11. Domestic Banks/Financial Institutions 268,590 0.06
12. Non-Resident Indian 615,349 0.14
13. Clearing Members 263,722 0.06
14. NBFCs 222,045 0.05
15. Trusts 1,549,744 0.34
16. Foreign Nationals 618 0.00
17. Overseas Corporate Bodies 130 0.00
Total 454,594,504 100.00

b. Shareholders of the Company with more than 1% holding as on March 31, 2021
(other than promoters of the Company):
% of total Number
Sr. No. Name No. of Shares
of shares
1. SBI Mutual Fund through its various schemes 11,651,163 2.56
2. Kotak Mahindra Mutual Fund through its various schemes 6,493,325 1.43
3. Aditya Birla Sun Life Mutual Fund through its various schemes 6,153,149 1.35
4. Government Pension Fund Global 5,038,169 1.11
As on March 31, 2021, no shareholder of the Company held more than 5% shareholding of the Company other than
Promoter of the Company
c. Distribution of shareholding of the Company as on March 31, 2021:
Distribution Schedule
Sr. No. Amount (₹)
Category No. of Cases % %
1. 1-5000 253,254 97.85 116,740,250 2.57

2. 5001-10000 2,673 1.03 18,285,630 0.40
3. 10001-20000 1,084 0.42 15,312,300 0.34
4. 20001-30000 382 0.15 9,441,700 0.21
5. 30001-40000 215 0.08 7,552,720 0.17
6. 40001-50000 110 0.04 5,024,080 0.11
7. 50001-100000 303 0.12 21,520,220 0.47
8. 100001 & Above 795 0.31 4,352,068,140 95.74
Total: 258,816 100.00 4,545,945,040 100.00
xv) Outstanding Global Depository Receipts or xviii) Plant Locations

American Depository Receipts or warrants or any
convertible instruments, conversion date and This is not applicable to the Company as the
likely impact on equity: Company is not a manufacturing entity.
This is not applicable to the Company, since the xix) Correspondence Address
Company has not issued Global Depository Receipts
or American Depository Receipts or any convertible Correspondence relating to the financial
instruments. performance of the Company may be addressed to:
xvi) Commodity price risk or foreign exchange risk Sarvesh Agrawal / Vikas Mehra
and hedging activities: ICICI Lombard General Insurance Company Limited
ICICI Lombard House,
This is not applicable to the Company, since the 414, Veer Savarkar Marg,
Company do not have any derivatives or liabilities Near Siddhivinayak Temple,
denominated in foreign currency. Prabhadevi, Mumbai 400 025
Tel No. : +91-22-6196 1100
xvii) Details of utilisation of funds Fax No. : +91-22-6196 1323
E-mail: [email protected] and
During the year under review, the Company has not [email protected]
raised any funds through Preferential Allotment or
Qualified Institutions Placement as specified under
Regulation 32(7A) of the Listing Regulations and the
Act.
31
xx) Debenture Trustee
(ii) Reporting of Internal Auditor
Axis Trustee Services Limited
The Internal Auditor presents the key audit findings of
2nd Floor, Wadia International Center,
internal audit department of the Company to the Audit
Pandurang Budhkar Marg,
Committee on a quarterly basis along with compliance
Worli, Mumbai 400 025
status of key audit findings reported in previous Audit
Contact No.: +91-22-6226 0075
Committee Meetings. Also, Internal Auditor of the
Email: [email protected]
Company presents Risk Based Audit Plan to the Audit
Website: www.axistrustee.com
Committee.
xxi) Credit Ratings
PROTECTING INTEREST OF MINORITY
Rating Agency Rating Outlook SHAREHOLDERS
Non-convertible
Debentures A qualified, diverse and independent Board ensures that
Crisil Limited CRISIL AAA/Stable Stable minority shareholders’ interests are protected.
ICRA Limited ICRA AAA Stable Shareholders can register their grievances, including
through SEBI, Stock Exchanges, etc. for which the
Company has a set timeline for resolution. The
ICRA Limited has withdrawn its “iAAA” rating assigned to
shareholders can also raise a grievance through
the claims paying ability of the Company pursuant to the
investors’ e-mail ID i.e. [email protected] or
amendment notified in the SEBI (Credit Rating Agencies)
Company's registrar and share transfer agent’s e-mail ID
Regulations, 1999 by SEBI.
i.e. [email protected]. The Stakeholders’
Relationship Committee of the Company, oversees the
DISCLOSURES redressal of shareholders‘ complaint.
Related party transactions The Company takes various measures for reducing
unclaimed dividend amount including periodical
There are no materially significant related party communications to shareholders and updating the details
transactions that may have potential conflict with the of unclaimed dividend on the Company’s website. Status
interest of the Company. of unclaimed dividend can be viewed at
https://www.icicilombard.com/investor-relations. The
Details of Non - Compliance by the Company, penalty, Company also send communications to the shareholders
strictures imposed on the Company by the stock after each dividend payment.
exchange, or SEBI or any statutory authority on any
matter related to capital markets To resolve the queries of shareholders relating to
securities, dividend, annual report and other aspects
No penalties or strictures have been imposed on the relating to shareholders of the Company, the Company
Company by the Stock Exchanges, SEBI or any other has hosted Investor’s Frequently Asked Questions
statutory authority, for any non-compliance on any matter (Investor FAQs). Investor FAQs can be viewed at
relating to capital markets, during the last three years. https://www.icicilombard.com/investor-relations.
ADOPTION OF MANDATORY AND NON-MANDATORY WEB LINK WHERE POLICY FOR

REQUIREMENTS
DETERMINING MATERIAL SUBSIDIARIES
The Company has complied with all mandatory IS DISCLOSED
requirements specified in Regulations 17 to 27 and
clauses (b) to (i) of sub regulation 2 of Regulation 46. In This is not applicable to the Company, as the Company
addition to the mandatory requirements, the Company doesn’t have any subsidiary Company.
has also adopted the following non-mandatory
requirements: DETAILS OF APPLICATION MADE OR
ANY PROCEEDING PENDING UNDER THE
(ii) Audit Qualifications
INSOLVENCY AND BANKRUPTCY CODE,
The Company’s financial statements are unqualified. 2016 DURING THE YEAR ALONGWITH
THEIR STATUS AS AT THE END OF THE

FINANCIAL YEAR The Scheme was instituted vide approval of its Members
at the Extra-Ordinary General Meeting (EGM) held on
During the year under review, the Company has not filed March 28, 2005 and subsequently amended by the
any application or no such proceeding is pending under Members of the Company at its EGM held on January 14,
the Insolvency and Bankruptcy Code, 2016. 2015.
DETAILS OF DIFFERENCE BETWEEN Post listing of the Equity Shares of the Company, the
revised Employee Stock Options Scheme has been
AMOUNT OF THE VALUATION DONE AT
approved by the Members of the Company and new
THE TIME OF ONE TIME SETTLEMENT options were granted to the eligible employees under
AND THE VALUATION DONE WHILE normal and special grant in year 2018. Options granted
TAKING LOAN FROM THE BANKS OR under normal grant for the year 2018 & 2019 would vest in
a graded manner over a three year period with 30%, 30%
FINANCIAL INSTITUTIONS ALONG WITH and 40%. Options granted under Special grant would
THE REASONS THEREOF have a lock-in period of 36 months from the date of grant
with 50% of the options vesting on July 31, 2021 and the
During the year under review, this is not applicable as the remaining 50% vesting on July 31, 2022. Exercise Period
Company has not filed any application for settlement for both the grants of year 2018 would commence from
under the Insolvency and Bankruptcy Code, 2016. the date of vesting and will expire on completion of five
years from the date of vesting of stock options.
BUSINESS RESPONSIBILITY REPORTING
In line with Remuneration Policy of the Company and
The Business Responsibility Report as stipulated under benefits of stock options granted as a compensation, the
Regulation 34 of Listing Regulations has been hosted on Members of the Company through Postal Ballot on March
the website of the Company and can be viewed at 15, 2020 had approved the increase in the existing ESOS
https//www.icicilombard.com/docs/default-source/esg/bus pool, that can be granted to the “Eligible Employees” as
iness-responsibility-reporting-2021.pdf defined under the Scheme, from current 5% to 7% of the
aggregate of the number of issued shares of the Company
CONSERVATION OF ENERGY, from time to time, on the date(s) of grant of option(s).
TECHNOLOGY ABSORPTION & FOREIGN
Particulars of options granted by Company up to
EXCHANGE EARNING AND OUTGO March 31, 2021 are given below:
Options Granted 30,974,160
Energy & Technology Absorption:
Options vested 19,475,898
The details of energy and technology absorption is
Options exercised 14,812,648
provided in Environmental, Social and Governance
Report for FY2021 on its website and can be viewed at Number of shares allotted 14,809,648
https//www.icicilombard.com/docs/default-source/shareh pursuant to exercise of options
olding-pattern/business-responsibility-report-2021.pdf. Options forfeited/lapsed 9,156,782
Foreign exchange earnings and outgo: Extinguishment or modification NIL
of options
During FY2021, expenditures in foreign currencies Amount realised by exercise of 1.30
amounted to ₹ 3.72 billion and earnings in foreign options (₹ in billion)
currencies amounted to ₹ 2.07 billion.
Total number of options in force 7,004,730
EMPLOYEE STOCK OPTION SCHEME The ESOS Scheme of the Company is in compliance with
the SEBI (Share Based Employee Benefits) Regulations,
In FY2006, the Company had instituted an Employee
2014 (“SBEB Regulations”).
Stock Option Scheme (“ESOS”) to enable the employees
and Directors of the Company to participate in its future
The Annual Certificate on compliance with SBEB
growth and financial success. As per ESOS, the maximum
Regulations, issued by Statutory Auditors of the Company
number of options granted to any employee/Director in a
is being made available for inspection at the forthcoming
year shall not, except with the approval of the Board,
AGM of the Company. The statutory disclosures as
exceed 0.10% of Company’s issued equity shares at the
mandated under the SBEB Regulations, have been
time of grant and the aggregate of all such options (net of
hosted on the website of the Company at
forfeited/lapsed) is limited to 5% of Company’s issued
https://www.icicilombard.com/investor-relations.
equity shares on the date of the grant.
33
ANALYSIS OF CUSTOMER COMPLAINTS GREEN INITIATIVES IN CORPORATE
GOVERNANCE
a) Customer complaints in FY2021
In line with the ‘Green Initiative’, the Company has
No. of complaints pending at the beginning 35 effected electronic delivery of Notice of AGM, Postal
of the year Ballot, Court Convened Meeting and Annual Report to
those Members whose e-mail IDs were registered with the
No. of complaints received during the year 2379 respective Depository Participants and downloaded from
the depositories viz. National Securities Depository
No. of complaints redressed during the year 2333 Limited/Central Depository Services (India) Limited. The
Act and the underlying rules as well as Regulation 36 of
No. of complaints pending at the end of the 81 the Listing Regulations, permit the dissemination of
year financial statements and Annual Report in electronic
mode to the Members. Your Directors are thankful to the
Members for actively participating in the Green Initiative
b) Awards passed by the Insurance Ombudsman in and seek your continued support for implementation of the
FY2021 Green Initiative.
No. of unimplemented awards at the 0 As a part of green initiative of Ministry of Corporate Affairs,
beginning of the year the Company is continuously encouraging its
shareholders via communications to register their e-mail
No. of awards passed by Insurance 163 IDs with their depository participant(s) (“DPs”). Facility for
Ombudsman during the year registering email ids on the Company’s website was
provided for the benefit of those shareholders who have
No. of awards implemented during the year 164 not registered their email ids with their respective DPs so
that they can receive copy of Annual Report and General
No. of unimplemented awards at the end of 0 Meeting notice of the Company.
the year
We believe and endorse the ‘Green Initiative’ as it would
The Company had not challenged the ombudsman order not only rationalise the use of paper but also ensure
in higher forums. The Company has complied with the prompt communication, avoid loss in transit and have
Insurance Ombudsman orders as on March 31, 2021. reference value of the communication.
FIT AND PROPER CRITERIA FOR INDIAN ACCOUNTING STANDARD

INVESTORS AND CONTINUOUS IMPLEMENTATION ROADMAP
MONITORING REQUIREMENT
IRDAI vide its circular dated March 1, 2016 had advised
The IRDAI guidelines for Listed Indian Insurance all Insurers to follow the Indian Accounting Standards as
Companies prescribes the following: notified under the Companies (Indian Accounting
Standards) Rules, 2015, subject to any guideline or
1. Self-certification of “Fit and proper person” criteria by a direction issued by the IRDAI. Insurance Companies are
person holding/intending to acquire equity shares of 1% or required to comply with Ind AS for financial statements for
more of paid-up equity share capital. accounting periods beginning from April 1, 2018 onwards,
with comparatives for the period ending March 31, 2019
2. Prior permission of IRDAI for holding shares beyond and subsequently IRDAI vide its circular dated June 28,
5% of the paid-up equity share capital. 2017 deferred the implementation of Ind AS in the
Insurance Sector in India for a period of two years and the
Further information on detailed procedure and format for effective period of implementation of Ind AS in insurance
self-certification is hosted on the Company’s website and sector was deferred to FY2021. However the requirement
can be viewed at https//www.icicilombard.com/docs/de- of submitting proforma Ind AS financial statement on a
fault-source/policies-of-the-company/fit-proper-criteria- quarterly basis continue to be governed as directed by
for-investors-and-continuous-monitoring-requirement.pdf IRDAI vide circular dated December 30, 2016.
During the year, the Company has obtained Fit & Proper In compliance with the regulatory requirements, the
declarations in compliance with IRDAI guidelines for Company has constituted a Steering Committee headed
Listed Indian Insurance Companies. by Sanjeev Mantri, Executive Director to oversee the
implementation of Ind AS. The scope of the Steering

Committee includes evaluating the impact on the following accordance with the IRDAI (Preparation of Financial
areas: Statements and Auditor’s Report of Insurance
Companies) Regulations, 2002 and provisions of the Act
a) Ind AS technical requirements for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
b) Systems and processes
4. They have prepared the annual accounts on a going
c) Business impact concern basis;
d) People 5. They have laid down internal financial controls to be

followed by the Company and that such internal financial
e) Project management controls were adequate and were operating effectively
and;
The Company was presenting a status of implementation
of Ind AS to its Audit Committee on a quarterly basis and 6. They have devised proper systems to ensure
post that also submitting the same to IRDAI. compliance with the provisions of all applicable laws and
that such systems were adequate and operating
IRDAI vide its circular dated January 21, 2020 deferred effectively.
the implementation of Ind AS. The effective date of
implementation shall be decided after the finalisation of
International Financial Reporting Standards (“IFRS”) 17
ACKNOWLEDGEMENT
by International Accounting Standard Board (“IASB”).
The Company is grateful to the Insurance Regulatory and
IASB has proposed deferral in adoption of IFRS 17 and
Development Authority of India, Ministry of Corporate
IFRS 9 to January 1, 2022. IRDAI has also dispensed with
Affairs, Government of India, Reserve Bank of India,
the requirement of preparing and submitting proforma Ind
Securities and Exchange Board of India for their
AS to the Audit Committee and to IRDAI.
continued co-operation, support and guidance. The
Company wishes to thank its investors, rating agencies,
DIRECTORS’ RESPONSIBILITY depositories, Registrar & Share transfer agent & Stock
STATEMENT Exchanges for their support.
In accordance with the requirements of Section 134(3)(c) The Company would like to express its gratitude for the
of the Act and the Corporate Governance Guidelines, the continued support and guidance received from ICICI Bank
Board of Directors of the Company confirm: and its group companies.
1. In the preparation of the annual accounts, the The Company would like to take this opportunity to
applicable accounting standards have been followed and express sincere thanks to its valued clients and customers
that no material departures have been made from the for their continued patronage. The Directors express their
same. deep sense of appreciation to all the employees, whose
outstanding professionalism, commitment and initiative
2. They have selected such accounting policies and have made the organisation’s growth and success
applied them consistently and made judgments and possible and continue to drive its progress. Finally, the
estimates that are reasonable and prudent so as to give a Directors wish to express their gratitude to the Members
true and fair view of the state of affairs of the Company at for their trust and support.
the end of the financial year and of the profit of the
Company for that period; For and on behalf of the Board
3. They have taken proper and sufficient care for the Lalita D. Gupte
maintenance of adequate accounting records, in July 8, 2021 Chairperson
Mumbai DIN: 00043559

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REIMAGING INSURANCE

01 ICICI Lombard General Insurance Company Limited

BASIS AND ADOPTION OF INTEGRATED REPORTING

Annual Report 2020-21 02

03 ICICI Lombard General Insurance Company Limited

We are harnessing data and

Annual Report 2020-21 04

Our Vision is Our Motto is

To be the most value-creating To provide a reliable

Maintaining a steadfast commitment Steered by customer-centric approach

Bolstered by robust technology infrastructure A dedicated team of employees

05 ICICI Lombard General Insurance Company Limited

ORGANISATIONAL STRUCTURE AND SOLUTIONS

Corporate Government & Rural Retail Shared

What we do: What we do: What we do: What we do:

Our solutions: Our solutions: Our solutions: Our services:

A well-balanced and comprehensive product portfolio*

Motor Own Damage

26% 9% Motor Third Party

0% Health and Personal Accident

*On the basis of GDPI

Annual Report 2020-21 06

At a glance for FY2021

Network Partner Network Total Headcount

276 840 9,700 10,236

07 ICICI Lombard General Insurance Company Limited

OUR FINANCIAL PERFORMANCE

FY2019 FY2020 FY2021

Revenue Growth Combined Ratio (%)

Policy Issuance Claims Settled

FY2019 FY2020 FY2021 FY2019 FY2020 FY2021

*On GDPI basis

Investment Assets Profit After Tax

Solvency Ratio (Times) Return on Average Equity (%)

Annual Report 2020-21 08

LearningElite Awards 2020 Kyoorius Creative Awards

CSR Health Impact Awards 2020 Triple Accolades at BrandWagon Ace

AFAQS DIGIES 2020 Best & Emerging Insurance Company

09 ICICI Lombard General Insurance Company Limited

Gold Shield Award DigiMarcom Leadership Award, 2020

PRSI National Awards 2020 Business Leader of the Year Award

Customer FEST Leadership Awards LACP 2019-20 Spotlight Award

FICCI Insurance Awards 2020 The Economic Times BFSI Innovation

Annual Report 2020-21 10

₹ 140.03 Billion ₹ 14.73 Billion 21.7% 99.8%

276 1,233 840

24 ₹ 7.29 Billion 1,016

11 ICICI Lombard General Insurance Company Limited

Social and Relationship Capital

48 ₹ 292.55 Million 4.8 Million

1.6 Million 258,816 59,545

59.4% 81 Tonnes Paper used

Annual Report 2020-21 12

Dear Shareholders, The under-penetration of insurance products in India has

13 ICICI Lombard General Insurance Company Limited

Annual Report 2020-21 14

15 ICICI Lombard General Insurance Company Limited

comprehensive insurance and risk management solutions. Contributing to societal welfare

Annual Report 2020-21 16