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Sagicor Financial Company Ltd.
Annual Report 2006

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FY2006 Annual Report · Sagicor Financial Company Ltd.
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Vision
To be a great Company
committed to improving the lives of the people
in the communities in which we operate.

Sagicor Financial Corporation

Contents

Financial Highlights 

Directors’ Report 

  Board of Directors 

Chairman’s Report 

President & CEO’s Report 

Auditors’ Report 

Actuary’s Report 

Consolidated Balance Sheet 

Consolidated Income Statement 

Consolidated Statement of Changes in Equity 

Consolidated Cash Flow Statement 

Index of Notes to the Financial Statements 

Notes to the Consolidated Financial Statements 

Executive Management 

Advisors & Bankers 

Offi ces 

Notice of Annual Meeting 

Management Proxy Circular 

Shareholder Proxy 

4

6

6

22

25

42

44

46

47

48

49

50

51

145

148

149

152

171

179

3

2006

2005

Bds 50.8 cents

Bds 46.0 cents

13.0 cents

12.0 cents

Bds$ 135.3m

Bds$ 121.5m

$ 827.7m

19.0%

$ 730.3m

18.8%

2006

2005

Bds$ 1,318.8m

Bds$ 1,158.0m

$ 201.1m

$ 173.2m

$ 6,726.6m

$ 1,084.6m

$ 194.4m

$ 170.4m

$ 6,396.8m

$ 952.7m

Sagicor Financial Corporation

Financial Highlights

SHAREHOLDER RETURNS

Earnings per common share

Dividends per common share

Net income attributable to shareholders

Total shareholders’ equity

Return on shareholders’ equity

GROUP PERFORMANCE

Total revenue

Income from ordinary operations

Net income after tax

Total assets

Total equity

4

Sagicor Financial Corporation

5

Sagicor Financial Corporation

Directors’ Report
BOARD OF DIRECTORS

Mr  Arthur Bethell is the non-executive Chairman of the Company. He retired 
as  President  and  Chief  Executive  Officer  of  the  Group  on  June  30,  2002, 
having  been  appointed  to  that  office  in  1995.  Mr   Bethell  has  extensive 
knowledge of the insurance industry, having joined the Group in 1965. He has 
held  the  positions  of  Superintendent  of  Agencies,  Sales  Manager  and  Vice 
President, Marketing. He was also Chief Executive Officer of Sagicor Capital 
Life Insurance Company Limited. He is a Director of a number of subsidiaries 
within the Group.

Board/Board Committees

Position

Board of Directors 
Board Investment Committee

Shares as at 31-Dec-06

Chairman
Member
Director’s Interest
Shares as at 10-May-07

J Arthur L Bethell
Age 66
Citizen of Barbados
Director since December 2002

Beneficial Non-beneficial Beneficial Non-beneficial

38,500

Nil

38,500

Nil

Attendance Record
10 of 10
N/A

100%
N/A

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

Mr  Terrence Martins is the non-executive Vice Chairman. He has brought a 
wealth of knowledge to Sagicor, with over forty years of experience within the 
financial  services  industry,  both  in  the  Caribbean  and  the  United  Kingdom. 
His  areas  of  expertise  include  banking,  finance,  administration,  corporate 
governance, and risk management. Mr  Martins previously held the position 
of  Group  Chief  Executive  Officer  of  RBTT  Financial  Holdings  Limited.  He  is 
currently the Chairman of Caribbean Information and Credit Rating Services Ltd 
(CariCRIS), a Caribbean rating agency. He previously held several directorships 
within  the  RBTT  Financial  Holdings  Group  in  and  outside  of  Trinidad  and 
Tobago, and is also a former member of the Integrity Commission of Trinidad 
and Tobago.

Board/Board Committees

Board of Directors 
Corporate Governance Committee
Human Resource Committee
Board Investment Committee

Position
Vice-Chairman
Chairman
Member
Chairman
Director’s Interest
Shares as at 10-May-07

Shares as at 31-Dec-06

Beneficial Non-beneficial Beneficial Non-beneficial

70,000

Nil

70,000

Nil

Attendance Record
10 of 10
6 of 6
3 of 3
N/A

100%
100%
100%
N/A

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

Terrence A Martins
Age 65
Citizen of Trinidad and Tobago
Director since January 2004
Independent Director

6

Sagicor Financial Corporation

Mr  Andrew Aleong holds an MBA from the Richard Ivey School of Business, 
University of Western Ontario, Canada. He has spent his entire professional 
career in various management positions within the Albrosco Group of Trinidad 
and Tobago. He is currently the Director, Sales and Marketing, and a Director 
of several companies within that Group. Mr  Aleong is a past president of the 
Trinidad and Tobago Manufacturers’ Association. 

Board/Board Committees

Position

Board of Directors 
Audit Committee

Attendance Record
10 of 10
2 of 2*

100%
100%

Director
Member
Director’s Interest
Shares as at 10-May-07

Shares as at 31-Dec-06

Beneficial Non-beneficial Beneficial Non-beneficial

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil
483,037
483,037
* Mr  Aleong was appointed to the Audit Committee on June 28, 2006.

Nil

Nil

Andrew Aleong
Age 46
Citizen of Trinidad and Tobago
Director since June 2005
Independent Director

Mr   David  Allan  is  a  former  President  and  Chief  Executive  Officer  of  The 
Mutual  Group,  now  Sagicor,  a  position  he  held  for  23  years.  He  joined  the 
Group in 1956 and was elected Director of The Mutual, now Sagicor Life Inc, 
in 1986. Mr  Allan retired as President and Chief Executive Officer in 1995. He 
also serves as a Director of Life of Jamaica Limited and Sagicor Life Inc and 
is a Director of Barbados-registered exempt insurance companies. Mr  Allan, 
with more than 50 years experience in the life insurance industry, is a former 
West Indies cricketer.

Board/Board Committees

Position

Attendance Record

Board of Directors 
Audit Committee
Board Investment Committee

Shares as at 31-Dec-06

Director
Member
Member
Director’s Interest
Shares as at 10-May-07

David W Allan
Age 69
Citizen of Barbados
Director since December 2002
Independent Director

Beneficial Non-beneficial Beneficial Non-beneficial

1,705

Nil

1,705

Nil

8 of 10
1 of 4
N/A

80%
25%
N/A

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

7

Sagicor Financial Corporation

Directors’ Report
BOARD OF DIRECTORS

Professor  Hilary  Beckles  earned  his  PhD  from  Hull  University,  United 
Kingdom,  and  received  an  Honorary  Doctorate  of  Letters  from  the  same 
university  in  2003.  He  has  served  as  the  Head  of  the  History  Department 
and Dean of the Faculty of the Humanities, University of the West Indies. In 
1998, he was appointed Pro-Vice-Chancellor for Undergraduate Studies, and, 
in 2002, the Principal of Cave Hill Campus. Professor Beckles has published 
widely on Caribbean economic history, cricket history and culture, and higher 
education,  and  serves  on  the  editorial  boards  of  several  academic  journals. 
He has lectured in Africa, Asia, Europe and the Americas. He is a Director of 
Sagicor Life Inc and Life of Jamaica Limited.

Board/Board Committees

Position

Attendance Record

Board of Directors 
Human Resource Committee

Shares as at 31-Dec-06

Director
Member
Director’s Interest
Shares as at 10-May-07

Beneficial Non-beneficial Beneficial Non-beneficial

9,579

Nil

9,579

Nil

7 of 10
0 of 1*

70%
0%

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

* Professor Beckles was appointed to the Human Resource Committee on June 28, 2006.

Mrs  Marjorie  Chevannes-Campbell  holds  an  MSc  in  Accounting  from  the 
University  of  the  West  Indies  and  is  a  member  of  the  Institute  of  Chartered 
Accountants  of  Jamaica  and  of  the  Hospitality,  Financial  and  Technology 
Professionals. She is General Manager of the Urban Development Corporation 
(the  UDC  Group),  Jamaica,  which  is  a  large  property  owning  company  that 
manages several entities such as hotels, attractions, a maintenance company, 
a  water  supply  company,  a  shopping  centre,  a  conference  centre  and  a  golf 
course. Prior to assuming this position she worked in other positions within 
the  UDC  Group.  She  is  a  Director  of  Life  of  Jamaica  Limited,  and  of  several 
other private and public sector companies within Jamaica.

Board/Board Committees

Position

Attendance Record

Board of Directors 

Shares as at 31-Dec-06

Director
Director’s Interest
Shares as at 10-May-07

Beneficial Non-beneficial Beneficial Non-beneficial

1,087

Nil

1,087

Nil

8 of 10

80%

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

Professor Hilary McD Beckles
Age 51
Citizen of Barbados
Director since June 2005
Independent Director

Marjorie M Chevannes-Campbell
Age 55
Citizen of Jamaica
Director since June 2005
Independent Director

8

Sagicor Financial Corporation

Mr   Christopher  deCaires  is  a  Chartered  Accountant  and  holds  an  MBA.  He 
has  over  25  years’  professional  and  management  consulting  experience  in 
Barbados  and  the  wider  Caribbean,  United  Kingdom  and  Brazil.  He  is  the 
Managing Director of Fednav International Limited, and his areas of expertise 
include  corporate  finance,  international  taxation,  financial  management, 
mergers  and  acquisitions,  information  systems,  organisational  design  and 
business planning. He is Chairman of World Cup Barbados. Mr  deCaires is a 
former partner of Price Waterhouse, Barbados, where he was responsible for 
corporate finance, business advisory, corporate secretarial and trust services. 

Board/Board Committees

Position

Board of Directors 
Human Resource Committee

Shares as at 31-Dec-06

Director
Chairman
Director’s Interest
Shares as at 10-May-07

Christopher D deCaires
Age 51
Citizen of Barbados
Director since June 2005
Independent Director

Beneficial Non-beneficial Beneficial Non-beneficial

2,378

Nil

2,378

Nil

Attendance Record
10 of 10
2 of 3

100%
66%

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

Mrs Joyce Dear is a Fellow of the Association of Chartered Certified Accountants 
of the United Kingdom and holds an MBA from the University of Warwick. She 
is  also  a  member  of  the  Hospitality  Financial  and  Technology  Professionals. 
She was, until 2004, a partner in the Assurance and Business Advisory Services 
Division  of  PricewaterhouseCoopers  (PwC)  in  Barbados.  Mrs  Dear  has  over 
31 years’ experience in rendering audit and financial services to a wide variety 
of  industries,  including  public  companies,  tourism  and  hospitality  entities, 
manufacturing  companies,  statutory  corporations  and  international  funding 
agencies/government financed programs and projects. Mrs Dear was the PwC 
Industry lead partner for the public service assignments and is a past President 
of the Institute of Chartered Accountants of Barbados and a former Director of 
a general insurance company in Barbados.

Board/Board Committees

Position

Attendance Record

Board of Directors 
Audit Committee

Shares as at 31-Dec-06

Director
Member
Director’s Interest
Shares as at 10-May-07

Beneficial Non-beneficial Beneficial Non-beneficial

2,000

Nil

2,000

Nil

3 of 3*
0 of 2*

100%
0%

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

* Mrs Dear was elected a Director on August 11, 2006 and appointed a Member 
of the Audit Committee effective August 11, 2006.

Joyce E Dear
Age 63
Citizen of Barbados
Director since August 2006
Independent Director

9

Sagicor Financial Corporation

Directors’ Report
BOARD OF DIRECTORS

Dr  Oscar  Jordan,  G.C.M.,  MB,  ChB,  FRCPE,  DCH,  Diabetologist,  is  an 
honorary  Consultant  Physician,  Department  of  Medicine  of  the  Queen 
Elizabeth  Hospital,  Barbados.  He  is  a  Fellow  of  Royal  College  of  Physicians 
of  Edinburgh.  He  is  Chairman  of  the  Diabetes  Foundation  of  Barbados  and 
Director  of  Clinical  Medicine  in  Barbados  for  the  University  of  St.  George’s, 
Grenada.  A  widely  published  and  well  respected  physician,  he  is  a  past 
President of the Caribbean Golf Association. He became a Director of Sagicor 
Life Inc in 1990. 

Board/Board Committees

Position

Attendance Record

Board of Directors 
Director
Corporate Governance Committee Member
Director’s Interest
Shares as at 10-May-07

Shares as at 31-Dec-06

Beneficial Non-beneficial Beneficial Non-beneficial

18,381

Nil

18,381

Nil

9 of 10
6 of 6

90%
100%

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

Mr  William Lucie-Smith earned an MA degree from Oxford University and is a 
Chartered Accountant. He is a retired Senior Partner of PricewaterhouseCoopers, 
Trinidad and Tobago, where he headed the Corporate Finance and Recoveries 
Divisions,  specialising  in  all  aspects  of  business  valuations,  privatisation, 
mergers  and  acquisitions  and  corporate  taxation.  Mr   Lucie-Smith  has  been 
a  special  adviser  to  the  Trinidad  and  Tobago  Government  and  Central  Bank 
on  divestment,  and  has  served  on  several  national  committees,  such  as 
the  Rampersad  Committee,  to  review  the  reorganisation  and  rationalisation 
of  State  Enterprises  of  Trinidad  and  Tobago,  and  the  Daly  Committee  on 
Corporate  Insolvency  and  Company  Law  with  special  reference  to  severance 
pay. He is a Director of a number of subsidiaries within the Group. Since his 
retirement, Mr  Lucie-Smith has been an independent Consultant.

Board/Board Committees

Position

Attendance Record

Board of Directors 
Audit Committee
Board Investment Committee

Shares as at 31-Dec-06

Director
Chairman
Member
Director’s Interest
Shares as at 10-May-07

Beneficial Non-beneficial Beneficial Non-beneficial

14,000

Nil

14,000

Nil

9 of 10
4 of 4
N/A

90%
100%
N/A

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

Dr Oscar W Jordan
Age 68
Citizen of Barbados
Director since December 2002
Independent Director

William P Lucie-Smith
Age 55
Citizen of Trinidad and Tobago
Director since June 2005
Independent Director

10

Sagicor Financial Corporation

Mr  Stephen McNamara is Senior Partner of McNamara & Company, Attorneys-
at-Law of St. Lucia. He was elected to the Board of Sagicor Life Inc in 1997 and 
is also a Director of the Group’s US subsidiaries, Sagicor USA Inc, Laurel Life 
Insurance  Company  and  Sagicor  Life  Insurance  Company,  and  the  St  Lucian 
subsidiary, The Mutual Finance Inc.

Board/Board Committees

Position

Board of Directors 
Director
Corporate Governance Committee Member
Member
Board Investment Committee
Director’s Interest
Shares as at 10-May-07

Shares as at 31-Dec-06

Beneficial Non-beneficial Beneficial Non-beneficial

2,011

Nil

2,011

Nil

Attendance Record
10 of 10
6 of 6
N/A

100%
100%
N/A

Grants/Options
As at 
As at 
10-May-07
31-Dec-06
Nil
Nil

Mr   Dodridge  Miller  is  a  Fellow  of  the  Association  of  Chartered  Certified 
Accountants (United Kingdom), and obtained his MBA from the University of 
Wales and Manchester Business School, United Kingdom. He holds an LLM 
in Corporate and Commercial Law from the University of the West Indies. He 
was appointed President and Chief Executive Officer of The Mutual Group of 
Companies, now Sagicor, on July 1, 2002, having previously held the positions 
of  Treasurer  and  Vice  President,  Finance  and  Investments,  Deputy  Chief 
Executive  Officer  and  Chief  Operating  Officer.  Mr   Miller  joined  the  Group 
in  1989.  He  was  elected  a  Director  of  The  Mutual  Group  in  2001.  He  is  the 
Chairman  of  the  Group’s  main  operating  subsidiaries,  Sagicor  Life  Inc,  Life 
of Jamaica Limited and Sagicor Life Insurance Company. Mr  Miller has more 
than 20 years’ experience in the insurance and financial services industries.

Board/Board Committees

Position

Board of Directors 
Board Investment Committee

Shares as at 31-Dec-06

Director
Member
Director’s Interest
Shares as at 10-May-07

Beneficial Non-beneficial Beneficial Non-beneficial

Attendance Record
10 of 10
N/A

100%
N/A

Grants

As at 
31-Dec-06
507,719

As at 
10-May-07
507,719

521,109*

521,109*

Nil
Options as at 31-Dec-06
Vested
Nil

Not vested
159,817

Nil
Options as at 10-May-07
Vested
39,954

Not vested
119,863

* Includes 507,791 Grants made in 2006

11

Stephen D R McNamara
Age 56
Citizen of St Lucia
Director since December 2002
Independent Director

Dodridge D Miller
Age 49
Citizen of Barbados
Director since December 2002
President and Chief Executive Officer

Sagicor Financial Corporation

Directors’ Report

SHAREHOLDERS’ REPORTS

No Shareholder owns more than 5% of the capital of the Company. 

During 2006, 1,432,588 shares were issued under the Long-Term Incentive Plan (“LTI”) for Executives. On April 13, 2006, 
1,342,027 fully vested Restricted Stock were issued under the LTI and on May 1, 2006, 304,915 Restricted Stock were granted 
over the four-year period commencing May 1, 2006, of which 91,474 became fully vested on May 1, 2006, with 90,561 being 
issued on August 31, 2006. 932,387 Stock Options at an exercise price of Bds $3.95 were also granted on May 1, 2006, 
vesting evenly over the four-year period commencing May 1, 2007. These options expire on May 1, 2016. The total shares in 
issue as at December 31, 2006 and at May 10, 2007 were 266,985,336.

ANALYSIS OF SHAREHOLDING

Size of Holding

1 - 1,000
1,001 - 2,500
2,501 - 5,000
5,001 - 10,000
10,001 - 25,000
25,001 - 100,000
100,001 - 1,000,000
1,000,001 - & above
Total

Total Shares Held

Number of Shareholders by Size of Holding as at December 31
Number of 
Shareholders
2006
6,015
16,618
7,817
4,460
3,212
651
189
17
38,979

Percentage of 
Shareholders
2006
15.43
42.64
20.06
11.44
8.24
1.67
0.48
.04
100.00

2006
3,917,331
27,634,402
27,081,522
31,920,923
45,979,406
30,457,612
50,692,562
49,301,578
266,985,336

2005
14.52
42.98
20.54
11.48
8.31
1.68
0.45
0.04
100.00

2005
5,781
17,107
8,177
4,570
3,302
670
180
15
39,802

2005
3,888,250
28,439,332
27,872,247
32,747,364
47,433,618
31,913,138
46,507,000
46,751,799
265,552,748

Percentage Shares 
Held

2006
1.47
10.35
10.14
11.96
17.22
11.41
18.99
18.46
100.00

2005
1.46
10.71
10.50
12.33
17.86
12.02
17.51
17.61
100.00

Number of Shareholders by Country of Residence and by Type as at December 31, 2006

Country

Directors, 
Management, Staff, 
Agents

Companies

Individuals

Total

Trinidad and Tobago
Barbados
Eastern Caribbean
Other Caribbean
Other
Total

Shareholders % Shareholders % Shareholders % Shareholders %

68
129
3
1
1
202

33.66
63.86
1.48
0.50
0.50
100.00

536
190
34
50
3
813

65.93
23.37
4.18
6.15
0.37
100.00

16,593
12,464
7,558
366
983
37,964

43.71
32.83
19.91
0.96
2.59
100.00

17,197
12,783
7,595
417
987
38,979

44.12
32.80
19.48
1.07
2.53
100.00

12

 
Sagicor Financial Corporation

Number of Shareholders by Country of Residence and by Type - December 31, 2005 Comparative

Country

Directors, 
Management, Staff, 
Agents

Companies

Individuals

Total

Trinidad and Tobago
Barbados
Eastern Caribbean
Other Caribbean
Other
Total

Shareholders % Shareholders % Shareholders % Shareholders %

44
120
5
3
1
173

25.44
69.36
2.89
1.73
0.58
100.00

623
172
35
38
2
870

71.61
19.77
4.02
4.37
0.23
100.00

16,856
12,903
7,926
230
844
38,759

43.49
33.29
20.45
0.59
2.18
100.00

17,523
13,195
7,966
271
847
39,802

44.03
33.15
20.01
0.68
2.13
100.00

Number of Shares Held by Country of Residence and by Type as at December 31, 2006

Country

Directors, 
Management, Staff, 
Agents

Companies

Individuals

Total

Trinidad and Tobago

1,057,154

32.08

49,565,480

71.30

103,166,144

53.13 153,788,778

Shares

%

Shares

%

Shares 

%

Shares

Barbados

Eastern Caribbean

Other Caribbean

Other

Total

2,224,473

67.51

15,686,559

22.56

62,509,406

3,956

1,000

8,540

0.12

0.03

0.26

459,252

3,802,979

3,786

0.66

5.47

0.01

21,759,381

2,519,460

4,217,766

32.19

11.21

1.30

2.17

80,420,438

22,222,589

6,323,439

4,230,092

3,295,123

100.00

69,518,056

100.00

194,172,157

100.00 266,985,336 100.00

%

57.60

30.12

8.32

2.37

1.59

Number of Shares Held by Country of Residence and by Type - December 31, 2005 Comparative

Country

Directors, 
Management, Staff, 
Agents

Companies

Individuals

Total

Trinidad and Tobago

Barbados

Eastern Caribbean

Other Caribbean

Other

Total

Shares

%

Shares

%

Shares 

%

Shares

733,507

677,608

7,173

160,187

1,000

46.44

53,457,787

75.63 100,936,494

52.22

155,127,788

42.90

13,528,254

19.14

64,657,075

0.45

10.14

0.07

462,374

3,230,899

2,107

0.65

4.57

0.01

22,617,225

1,499,388

3,581,670

33.45

11.70

0.78

1.85

78,862,937

23,086,772

4,890,474

3,584,777

%

58.42

29.70

8.69

1.84

1.35

1,579,475

100.00

70,681,421

100.00 193,291,852

100.00 265,552,748 100.00

13

Sagicor Financial Corporation

Directors’ Report

DIVIDENDS

A fi nal dividend of Bds 7 cents per Share, payable on May 11, 2007, was approved for the year ended December 31, 2006 
to the holders of Common Shares whose names were registered on the books of the Company at the close of business 
on April 19, 2007. An interim dividend of Bds 6 cents per Share approved for the half year ended June 30, 2006 was paid 
on September 29, 2006 to the holders of Common Shares whose names were registered on the books of the Company at 
the close of business on September 11, 2006. The total dividend for the 2006 fi nancial year amounted to Bds 13 cents per 
Common Share.

CORPORATE GOVERNANCE

BOARD OF DIRECTORS

As at December 31, 2006, the Board comprised twelve Directors – the Chairman, ten independent Non-Executive Directors 
and the President and Chief Executive Offi cer. On August 11, 2006, Mrs Joyce Dear was elected to replace Mrs Vivian-Anne 
Gittens as a Director. Messrs David Allan, Terrence Martins and Dodridge Miller will retire at the fourth annual meeting and 
have offered themselves for re-election. The Directors bring a wide range of business and fi nancial expertise to the Board. 
Biographical details of the current Directors are set out earlier in this Report together with details of their current interests 
in the Company.

The Sagicor Group has been successfully executing a business strategy to be the leading insurance company within the 
Caribbean and to use this strong market position to expand internationally. During the past 15 years, the Sagicor Group has 
doubled its size approximately every 5 years, when measured in terms of total assets. We intend to continue our growth 
and expansion in order to maintain our position in the top tier of major regional fi nancial institutions, a position we believe 
is critical to Sagicor’s long-term viability.

Our business strategy comprises four key components:

1.  Further expanding the scale of our operations by participating in the consolidation of the fi nancial services industry 
in the Caribbean, while continuing to streamline existing and acquired operations to extract synergies, and deliver 
a high quality of service to our customers.

2.  Expanding into new product markets to offer a wider range of fi nancial products and services.
3.  Expanding into new geographic markets which offer the Sagicor Group attractive opportunities to profi tably grow 

and expand its business operations.

4.  Rigorous fi nancial management to ensure optimization of the use of capital and the delivery of competitive returns 

to Shareholders. 

During 2006 the Board met 10 times. The principal business was to:

Receive and consider various reports and presentations from management on the performance of the Group

(cid:129) 
(cid:129)  Consider and approve the Strategic Plan and Projections of the Group for the period 2006 to 2009
Review the strategic and business development initiatives forming part of the Strategic Plan
(cid:129) 
Review and approve unaudited interim and audited annual consolidated fi nancial statements
(cid:129) 
Approve interim and fi nal dividends
(cid:129) 
Receive reports on work being carried out by Board Committees and consider and approve their recommendations 
(cid:129) 
as required.

14

Sagicor Financial Corporation

COMMITTEE REPORTS

Corporate Governance Committee Report for the Year ended December 31, 2006

Role of Committee
The  Corporate  Governance  Committee  is  a  compulsory  committee  of  the  Board,  and  has  powers  delegated  to  it.  The 
Committee has Terms of Reference which were approved by the Board on March 9, 2004. Its primary purpose is to:

(i)  monitor best practices for governance worldwide and review the Group’s governance practices to ensure they 

(ii) 

the frequency and content of Board meetings
the size and composition of the Board
suitable candidates for nomination as Non-Executive Directors
appointments to the Boards of Subsidiary and Associate Companies

comply with the highest standards of corporate governance;
recommend to the Board, inter alia:
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129)  membership and mandates of Board Committees
(cid:129) 
(cid:129) 

the communication process between the Board and Management
appointments of Executives to the Boards of companies outside the Sagicor Group;

(iii)  establish/monitor an appropriate Code of Conduct for the Company and to consider and deal with all matters of an 

(iv) 
(v) 
(vi) 

ethical nature, including transactions between the Company, its subsidiaries and affi liates involving Directors;
review annually the mandates and composition of Board Committees;
review the performance of Directors as a prelude to re-election;
review the compensation of Directors based on comparative industry practices, if necessary, in consultation with 
independent advisors, and recommend appropriate adjustments.

Composition
The  Board  appoints  and  removes  the  Chairman  and  Members  of  the  Committee  which  comprises  independent  Non-
Executive Directors. The Chairman and Chief Executive Offi cer (CEO) may be invited to attend meetings but have no vote. 
The current members are:

(cid:129)  Mr  Terrence Martins who was appointed Chairman on August 24, 2005
(cid:129)  Dr Oscar Jordan who was appointed a Member on March 9, 2004, and
(cid:129)  Mr  Stephen McNamara who was appointed a Member on March 9, 2004.

2006 Activities
The  Committee  met  six  times  in  2006.  The  Corporate  Secretary  acts  as  secretary  to  the  Committee  and  minutes  of  all 
meetings  are  recorded.  Mr   Martins,  Dr  Jordan  and  Mr   McNamara  attended  six  of  the  six  meetings  held.  Committee 
Members earn no fees for serving as members other than their Directors’ fees.

An important aspect of the strategy outlined above is the strengthening of our Corporate Governance framework. In 2006 
the  Corporate  Governance  Committee  embarked  on  a  project  to  build  a  robust  Corporate  Governance  architecture  for 
the Group which meets international best practice and regulatory standards. The project is ongoing. In this connection, a 
number of initiatives were undertaken, including a review of the Bylaws.

During the year, the Committee was assisted in its work by two independent professional consultants offering Director 
Compensation and Corporate Governance consultancy services. The principal business of meetings was to deal with:

A Corporate Governance architecture project

(cid:129) 
(cid:129)  Director compensation
Review of Bylaws
(cid:129) 
(cid:129) 
The chairmanship of subsidiary boards
(cid:129)  Director nomination for the parent and subsidiary boards
(cid:129)  Committee appointments
(cid:129)  Director and Offi cer liability cover
(cid:129)  Managing confl icts of interest

15

Sagicor Financial Corporation

Directors’ Report

The main area to which much of the Committee’s time was devoted during the year related to the initiative to enhance the 
Corporate Governance architecture including Director Compensation.

Corporate Governance Architecture Project
The subject which engaged much of the Committee’s attention relates to the Corporate Governance Architecture Project 
which started in the last quarter of 2006 and continues into 2007.

The  objective  of  the  project  is  to  build  a  Corporate  Governance  framework  which  provides  entrepreneurial  leadership, 
guidance  and  oversight  to  the  Company  within  the  bounds  of  law,  community  standards  and  ethical  behaviour.  The 
governance model therefore embraces international best practice, industry standards, statutory and regulatory requirements 
and provides a guide to governing the Group, the relationship between the Board and Management as well as subsidiary 
governance. The framework is structured on four main pillars:

(cid:129) 
(cid:129) 

(cid:129) 

(cid:129) 

Values and Behaviours - corporate and business management values;
Policies and Procedures - a corporate governance policy, a code of business conduct and ethics, an enterprise 
risk management policy, an internal control policy, investor relations and communications policy and other key 
policies;
Roles and Responsibilities - size and composition of the Board, Director independence, subsidiary governance, 
Board charter, roles of the Board, Chairman, Directors, Board Committees, Chief Executive Offi cer and certain key 
Senior Management corporate positions, the relationship between the Board and Management, Board operations 
including boardroom dynamics and Director education;
Performance and Accountability - performance evaluation of the Board, Committees and Directors, eligibility of 
Directors for re-nomination, CEO and Senior Management performance evaluation, strategic plan implementation, 
fi nancial  performance,  enterprise  risk  management,  internal  control  assessment,  regulatory  compliance, 
Shareholder/Investor relations and communication.

The project will, on completion, provide the Group with a comprehensive governance model, implementation of which will 
commence across the Group in 2007.

Review of Bylaws
Another important aspect of the overall strengthening of our Corporate Governance framework was to review the Bylaws 
which relate generally to the conduct of the affairs of the Company. The following amendments were made to the Bylaws:

(cid:129) 

By-law 3.6 provided for certain nationality qualifi cations for Directors. A majority of the Board had to be citizens 
or permanent residents of and ordinarily resident in Barbados and at least one director had to be a citizen of and 
ordinarily resident in Jamaica, Trinidad and Tobago and any country in the Eastern Caribbean respectively. As the 
Company pursues the strategy outlined above it is necessary to select Directors from a suitable pool of regional 
and international candidates with the requisite knowledge and experience, and to include on the Board persons 
who refl ect the geographic and business diversity of the Group and who can make meaningful contributions to our 
growth and development into a global fi nancial services Group. This Bylaw was repealed by the Board.

(cid:129)  Changes were made to Bylaws 9 and 12.3 to facilitate the listing of the Company’s shares on the London Stock 
Exchange. Listing on an international stock exchange is also an integral part of the expansion strategy as it affords 
the Company access to capital in more established markets, creates a footprint in an international capital market 
and enhances our ability to compete in a global environment. The amendments to Bylaw 9 and the repeal of Bylaw 
12.3 are intended principally to:
o  permit the setting up of a branch register outside Barbados
o  permit the deposit of Sagicor shares in depositaries other than the Barbados Central Securities Depositary
o 
o  permit Directors to prescribe the form of share transfer constituting a valid transfer (which may vary from 
jurisdiction to jurisdiction), and recognize both the regional and international origin of our Shareholders.

remove any references applicable to share restrictions

The existing Bylaw 3.6 did not fi t with the new operating realities of the Group and accordingly was repealed by the Board.

16

Sagicor Financial Corporation

Directors’ Compensation Project
The  Board  reviewed  Directors’  remuneration  as  part  of  the  strengthening  of  the  Corporate  Governance  framework. 
International best practice suggests that in order to attract Directors with the requisite knowledge and experience who 
can make meaningful contributions to the growth and development of a global fi nancial services organization, Directors’ 
remuneration should be suffi cient to attract, retain and motivate Directors of the quality required to ensure the Company is 
managed successfully, and should refl ect the time, commitment, accountability, risk, impact of decisions and responsibilities 
of the role, having regard to relevant market comparability.

Directors’ fees were fi rst fi xed in 2004 at US $20,000 per annum for the Chairman and US $12,500 per annum for Directors. 
Over the last three years, the time, commitment and responsibilities required of their role as Directors have increased. 
Accordingly in 2006, the Corporate Governance Committee commissioned the independent fi rm of Ernst and Young of 
Atlanta (“the Consultants”) to review director compensation. The objectives of the exercise were to:

(i) 

Review  competitive  market  practices  for  director  total  compensation,  including  best  global  practices  and 
trends.

(ii)  Review all components of total compensation for the Non-Executive Chairman and Non-Executive Directors in 
terms of annual retainer, Board meeting fees, committee meeting fees, Board chair and committee chair fees, 
equity compensation, and other relevant items.

(iii)  Recommend a competitive level and structure of Board compensation for the Company and its main operating 

subsidiaries.

The project methodology involved gathering Board compensation data from comparable organizations in the Caribbean 
region and the United States and data comparability was matched along the size of the Sagicor Financial Group in terms of 
revenue, premium income and type of organization (fi nancial services).

Best practices and trends in the United Kingdom, Europe and the United States were also reviewed in areas such as Board, 
Director and Chief Executive Offi cer performance evaluations, succession planning, time spent by Directors on company 
business, frequency of Board meetings, terms of offi ce of Non-Executive Directors, the number of Executives serving on 
Boards, and the growing importance of Governance Committees as the third most prevalent Committee behind Audit and 
Human Resource Committees, the structure of Boards and the structure of director compensation combination (cash and 
equity).

Total cash compensation currently paid to the Chairman and Directors of the Company was then compared to US market 
data using the 50th percentile and Caribbean market data using the 90th percentile. On the basis of the above fi ndings, 
the Consultants made the following recommendations which were accepted by the Board on the recommendation of the 
Committee:

(i)  Cash compensation should refl ect accountability, risk, impact of decisions and market comparability.
(ii)  Annual retainers for Board and Committee service should be paid with no separate meeting fees.
(iii) 
(iv)  No director compensation should be paid to Executives serving on subsidiary Boards.
(v)  No equity compensation should be paid at this time and transition to equity compensation should be considered 

Increased retainers should be paid for Board and Committee Chairs.

as the organization evolved and would include target ownership and pay-for-performance.

(vi)  No other benefi t or perquisite programs should be paid at this time.
(vii)  Board and individual Director performance evaluations should be implemented and a tool and process should be 

developed to evaluate effectively overall Board performance and individual contribution.

(viii)  Cash retainers to compensate Non-Executive Board and Committee Chairs and Members should be recommended 

for approval by Shareholders as follows:

Board/Committee

Board
Board Committees

Non-Executive Chair
US $45,000 per annum
US $7,000 per annum

Non-Executive Member
US $40,000 per annum
US $5,000 per annum

The Board recommends the above fees to shareholders for approval.

17

Sagicor Financial Corporation

Directors’ Report

Audit Committee Report for the Year ended December 31, 2006

Role of Committee
The  Audit  Committee  is  a  compulsory  committee  of  the  Board,  and  has  powers  delegated  to  it.  The  Committee  has  a 
Charter which was approved by the Board on August 25, 2004. Its mandate is to:

(a)  Assist the Board with oversight of:

(i) 
(ii) 
(iii) 
(iv) 

the integrity of the Group’s fi nancial statements,
the Group’s compliance with legal and regulatory requirements,
the Independent Auditor’s qualifi cations and independence, and
the performance of the Group’s internal audit function and Independent Auditors.

(b)  Keep under review:

(i) 

(ii) 
(iii) 

the fi nancial and compliance information required to be provided by the Group to shareholders, governmental 
agencies, regulators and others,
the systems of internal controls, including the internal audit functions, and
the audit process.

(c)  Review the results of the annual audit of the consolidated fi nancial statements conducted by the Independent 
Auditors, including the nature and disposition of comments appearing in the Independent Auditors’ management 
letter.

(d)  Exercise oversight responsibility of the major activities of subsidiaries and associates and ensure where necessary 

that subsidiary Boards and Audit Committees are functioning and exercising requisite oversight.

(e)  Review the actuarial reports and recommendations of the Actuaries.
(f)  Review and discuss the annual audited fi nancial statements with management and the Independent Auditors and 

the quarterly fi nancial statements with management.

(g)  Review with the Independent Auditors any audit problems or diffi culties and management response.
(h)  Regularly  review  with  the  Independent  Auditor  any  diffi culties  encountered  in  the  course  of  the  audit  work, 
including any restrictions on the scope of the Independent Auditor’s activities or access to requested information, 
and any signifi cant disagreements with management.
Exercise  oversight  of  the  Company’s  annual  and  quarterly  fi nancial  reporting  process,  including  the  related 
internal  accounting  controls  and  to  review,  prior  to  publication,  the  Company’s  annual  consolidated  fi nancial 
statements and related signifi cant accounting policies and changes.

(i) 

(j)  Review investments, loans and transactions that have a material impact on the Group’s earnings.
(k)  Discuss earnings releases as well as fi nancial information and earnings guidance generally (i.e. discussion of the 

types of information to be disclosed and the type of presentation to be made).

(l)  Where necessary, ensure the review by the Independent Auditors of fi lings with the regulators and other published 

documents containing the Company’s fi nancial statements.
(m) 
Inquire as to the accounting for new business transactions, products and changes to accounting policies.
(n)  Discuss with the Independent Auditors and management pending accounting policy changes and their impact 

on the Group, including implementation impacts on the fi nancial statements.

(o)  Review the work of other audit fi rms.
(p)  Review the fi nancial management and controls on a regular basis with the Internal Auditor on a private basis.

Composition
The Board appoints and removes the Chairman and Members of the Committee who are all independent Directors. There 
are clearly defi ned rules for determining independence for the purpose of the Committee. The current members are:

(cid:129)  Mr  William Lucie-Smith, who was appointed Chairman on June 28, 2006 (and a Member on August 24, 2005)
(cid:129)  Mr  Andrew Aleong who was appointed a Member on June 28, 2006
(cid:129)  Mr  David Allan who was appointed a Member on November 23, 2005 and
(cid:129)  Mrs Joyce Dear who was appointed a Member effective August 11, 2006.

All members of the Committee must be fi nancially literate or must become fi nancially literate within a reasonable period 
of time after his or her appointment to the Committee. At least one member of the Committee must have accounting or 
related fi nancial management expertise. There are two experienced qualifi ed Chartered Accountants on the Committee.

18

Sagicor Financial Corporation

2006 Activities
The Committee is required to meet at least quarterly and met four times in 2006 with the external Auditors being present 
on one of these occasions. The Corporate Secretary acts as secretary to the Committee and minutes of all meetings are 
recorded. Mr  Lucie-Smith attended four of the four meetings held, Mr  Aleong attended two of the two meetings held while 
he was a Member, Mr Allan was present for one of four meetings and Mrs Dear was overseas for the two meetings held 
after her appointment.

The Committee has power to require and oversee any investigations deemed necessary and to employ auditors, advisors, 
or consultants as are needed to conduct such investigations. Committee Members earn no fees for serving as members 
other than their Directors’ fees.

The principal business of the meetings was to:

(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 

(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 

Review actuarial reports
Review unaudited interim and audited annual consolidated fi nancial statements
Recommend interim and fi nal dividends to the Board 
Receive a report from the external Auditors on the annual audit
Review the minutes of the audit committees of the main operating subsidiaries
Review the accounting treatment of important items such as intangible assets, the Long Term Incentive Plan and 
the Employee Share Ownership Plan
Review the Auditors Management Letter on the annual audit and Management’s responses
Review Management’s audit plan and the Auditors approach to the audit for the current year
Approve non-audit services to be performed by the external Auditors
Approve the job description and advertisement for the recruitment of a Group Internal Auditor
Receive reports on the progress of the Enterprise Risk Management Project started during 2006.

Enterprise Risk Management
Enterprise Risk Management (“ERM”) plays a critical role in good Corporate Governance and in 2006 the Group commenced 
an ERM Project, the primary objective of which is to ensure that all risk exposures are identifi ed and managed effectively, 
and more particularly to:

(cid:129) 
(cid:129) 
(cid:129) 

coordinate the risk-taking activities of various business units and subsidiaries
ensure appropriate management of risk and create a risk management culture throughout the organization
broaden  confi dence  of  shareholders,  policyholders,  regulators  and  rating  agencies  that  the  risks  are  well 
managed 

(cid:129)  maximize return on a risk adjusted basis
(cid:129) 

gain competitive advantage by 1) leveraging existing exposure to design innovative products that have offsetting 
exposures  and  2)  executing  effective  Asset  Liability  Management  strategies  that  increase  competitiveness  of 
products through yield enhancement, risk reduction and/or lower capital costs
promote effective allocation of capital and ensure that the organization is adequately compensated for the risks 
underwritten
lower reserve and capital requirements
reduce the fi nancial risk exposure and earnings volatility to within an acceptable level
increase profi tability by improving the risk/reward profi le of the business
establish risk limits that accurately refl ect the organization’s willingness and ability to take on risk
understand the risk profi le of all product lines and make any bets explicit
provide a strategic decision making framework for management
increase the economic value of the company, thereby increasing future earnings.

(cid:129) 

(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 

19

Sagicor Financial Corporation

Directors’ Report

The methodology involves a review of current risk management practices and the benchmarking of those risk practices 
with a view to:

(cid:129)  making recommendations for improvements in the context of the implementation of ERM
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 

identifi cation of signifi cant sources of risk exposure
summary of the goals and objectives for the ERM initiative
determination of the priorities and scope for ERM
identifi cation of implementation challenges and key success factors
an implementation plan for ERM
the development of an ERM Policy Statement and Procedure Manual.

Human Resource Committee Report for the Year ended December 31, 2006

Role of Committee
The  Human  Resource  Committee  is  a  committee  of  the  Board,  and  has  powers  delegated  to  it.  The  Committee  has  a 
Charter which was approved by the Board on May 1, 2006. Its primary purpose is to:

Exercise oversight responsibility over the development and effective utilization of Sagicor’s human resources.

(i) 
(ii)  Approve Sagicor’s human resources principles, policies and practices, including but not limited to recruitment, 

compensation, benefi ts, incentive and share plans.

(iii)  Exercise oversight responsibility over the administration of Sagicor’s human resources policies and practices.
(iv)  Review and recommend to the Board any material changes to Sagicor’s pension plans which require the approval 

of the Board.

(v)  Receive annual reports from Management on compliance with applicable legislation relating to Sagicor’s pension 
plans, including confi rmation that actuarial valuations are completed no less frequently than as required by law.

(vi)  Report on executive compensation as required in public disclosure documents.
(vii)  In relation to Senior Managers (excluding the Chief Executive Offi cer (CEO)):

a.  Review and recommend to the Board for approval the general compensation philosophy and guidelines for 

Senior Managers.

b.  Approve the recruitment of Senior Managers and report to the Board on such appointments.
c.  Agree on the compensation, including salary, incentives, benefi ts and other perquisites, of Senior Managers 

and approve adjustments to such compensation from time to time.

d.  Review,  approve  and  report  to  the  Board  on  succession  plans  for  all  Senior  Managers,  including  specifi c 

development plans and career planning for potential successors.

(viii)  In relation to the CEO:

a.  Review and recommend to the Board for approval the general compensation philosophy and guidelines for 

the CEO.

b.  Consider  annually  the  Governance  Committee’s  report  on  the  CEO’s  performance  and  agree  on  the 
compensation, including salary, incentives, benefi ts and other perquisites of the CEO and approve adjustments 
to such compensation from time to time.

(ix)  With regard to incentive plans:

a.  Review and recommend to the Board for approval the establishment and amendment of incentive plans for 

b. 

Executives, Employees and Sales Agents.
Interpret and make determinations deemed necessary or desirable by the Committee for the administration 
of incentive plans.

c.  Make grants under incentive plans and report to the Board on any such grants.
d.  Correct any defi ciency, inconsistency or omission in incentive plans.

(x)  With regard to equity based plans:

a.  Review  and  recommend  to  the  Board  for  approval  the  establishment  and  amendment  of  equity-based 
plans for Employees and Executives, having regard at all times to the dilutive impact of such plans on the 
shareholders of any public company within the Sagicor Group.
Interpret and make determinations deemed necessary or desirable by the Committee for the administration 
of equity-based plans.

b. 

c.  Recommend to the Board for its approval any proposed amendment to equity-based plans, including any 

amendment requiring regulatory or shareholders’ approval.

d.  Make grants under equity-based plans to eligible persons according to the rules of the plans and report to the 

Board on such grants.

20

Sagicor Financial Corporation

Composition
The Board appoints and removes the Chairman and Members of the Committee who are all independent Directors. The 
current members are:
(cid:129)  Mr  Christopher deCaires, who was appointed Chairman on June 28, 2006 (and a Member on October 26, 2005)
(cid:129)  Professor Hilary Beckles who was appointed a Member on June 28, 2006 and
(cid:129)  Mr  Terrence Martins who was appointed a Member on October 26, 2005.

2006 Activities
The Committee is required to meet at least quarterly and in 2006 met three times. From 2007, the Committee will meet 
six times per year The Corporate Secretary acts as secretary to the Committee and minutes of all meetings are recorded. 
Mr  deCaires and Mr  Martins attended two and three of the three meetings held respectively, while Professor Beckles was 
overseas for the one meeting held after his appointment. Any member of the Committee may, with Board approval, engage 
outside advisors and consultants. Committee Members earn no fees for serving as members other than their Directors’ 
fees.

Throughout the year, the Committee was assisted in its work by an independent professional fi rm offering human resource 
consultancy services. The principal business of the meetings was to:

(cid:129) 
(cid:129) 

(cid:129) 

Approve the Committee’s Charter
Approve a comprehensive Human Resource Development plan for the Sagicor Group, including the structure and 
composition of management, succession planning and compensation
Review Human Resource strategic initiatives and their implications, including a review of the market competitiveness 
of total executive compensation and developing a total compensation strategy which aligns pay with key business 
strategies and succession planning
Approve the rules of the Long-term Incentive Plan (LTI) and the Employee Share Ownership Plan (ESOP)

(cid:129) 
(cid:129)  Designate LTI plan participants and award restricted stock and stock option awards to plan participants under the 

LTI

(cid:129)  Make awards to ESOP participants
(cid:129)  Grant cash incentive awards to management and staff
(cid:129) 
(cid:129) 
(cid:129) 
(cid:129)  Commission a review of the Committee’s structure and operations.

Approve executive appointments
Review the accounting treatment for the LTI and ESOP
Authorize the audit of the LTI and ESOP

Board Investment Committee Report for the Year ended December 31, 2006

Matters pertaining to the group investment portfolio were handled directly by the full parent board during the period under 
review.  Individual  fi nancial  investment  decisions  at  subsidiary  level  were  dealt  with  by  the  respective  Board  Investment 
Committee of the specifi c subsidiary. As an important component of the Corporate Governance Architecture Project, a 
parent  board  Risk  Policy  Committee  is  being  created  with  a  mandate  which  will  address  the  wider  issue  of  group-wide 
portfolio risk management under an enterprise risk management model.

AUDITORS

The incumbent Auditors, PricewaterhouseCoopers, offer themselves for re-appointment for the ensuing year.

By Order of the Board of Directors.

Sandra Osborne
Corporate Secretar

June 1, 2007

21

Sagicor Financial Corporation

Chairman’s Report

Dear Shareholders,

After a record year of acquisitions in 2005, during which the Sagicor 
Group acquired fi ve companies, 2006 has been a year of consolidation. 
The year was used to bring these new acquisitions fully on-stream 
and  to  integrate  them  within  the  Sagicor  Group.  This  integration 
process  has  gone  very  well  and  the  newly  acquired  companies  are 
now contributing to our overall Group performance. However, 2006 
was not just a year of consolidation, it was a year in which Sagicor 
made two further but signifi cant strides in our thrust to become a 
global fi nancial institution. The fi rst of these occurred in May 2006, 
when  Sagicor  raised  US  $150  million  on  the  United  States  Bond 
Market. This event was signifi cant not only because our bond issue 
was successful, but because Sagicor was the fi rst non-governmental 
Caribbean  Company  to  receive  a  fi nancial  strength  rating  from 
Standard & Poor’s, Sagicor Life Inc. our principal operating subsidiary 
received a fi nancial strength rating of BBB+ and an issuer credit rating 
of BBB. This was indeed a proud and signifi cant moment for us as it gave testimony to our fi nancial strength 
and  strong  and  consistent  operating  performance.  Through  this  strategic  initiative,  Sagicor  established  an 
initial foot print in the international capital market. The second initiative was a successful application to list on 
the main market of the London Stock Exchange, a process which was completed with the offi cial listing of all of 
the common shares of Sagicor on the London Stock Exchange.

J Arthur L Bethell
Chairman

When we speak of becoming a global fi nancial institution, it is not intended to suggest that Sagicor is or will 
be operating all over the world. “Global” in this sense speaks to the path we intend to follow, a journey which 
was started in 2000 when we began the process of demutualization. Indeed, the theme of this annual report 
“From Mutual to Global” best describes Sagicor’s ongoing journey to become a globally integrated fi nancial 
institution. 

Sagicor Milestones

1840 – 1858

Establishment of the 
Barbados Mutual Life 
Assurance Society

St Vincent branch 
opened

Branches in Trinidad 
and Tobago & Grenada 
branches opened

1861 – 1896

St Kitts branch opened

Antigua & Montserrat 
branches opened

Demerara (Guyana) 
branch opened

Dominica branch 
opened

Jamaica branch opened

22

1987

Mutual Finance 
Company Ltd 
established

Acquisition of Travelers 
Portfolio and the 
rebranding of Aruba, 
Bahamas, Belize, 
Cayman Islands, 
Curacao, St Maarten 
and Haiti to Capital 
Life

1993 – 1994

Establishment of the 
Mutual Bank of the 
Caribbean, the first 
indigenous bank to 
Barbados

Mutual Financial 
Services and Caribbean 
Caricard Services 
established

1996 – 1998

Capital International 
Management Services 
established

Establishment 
of Mutual Asset 
Management Inc and 
Mutual Funds Inc

Acquisition of the 
Panama branch of 
Atlantic Southern 
Insurance Company 
and rebranding to 
Capital de Seguros

Sagicor Financial Corporation

February 14, 2007, the day of our offi cial listing on the London Stock Exchange was therefore a proud and 
important moment in the history of the Sagicor Group especially since such a listing is an important part of 
our international business strategy.

Sagicor is the second oldest insurance company in the Americas, established in 1840 in Barbados, the company 
operated for most of its history as a Mutual Life Assurance Society. However, we exist in an ever changing 
world, and recognized that the mutual business model may not be appropriate for the future. And so it was 
decided that we would reinvent our company and create a Caribbean based fi nancial institution with the fi nancial 
strength and operating capability to compete in the international fi nancial services arena.

From  the  beginning  of  the  1990s,  we  at  Sagicor,  have  been  following  a  carefully  crafted  business  strategy 
to transform our company from a local single line life insurance company into a regional and then into an 
international fi nancial services Group. Some of the key transformational points in this journey were:

1.  The consolidation of the Caribbean life insurance industry between the late 1990s and early 2000s. 

Sagicor led this consolidation emerging as the Region’s leading insurance company.

2.  The demutualization of the Company at the end of 2002 and its conversion into a shareholder owned 

company to create a fl exible capital structure and to facilitate access to capital.

3.  The  re-branding  of  the  company  from  “The  Barbados  Mutual  Life  Assurance  Society”,  a  name  it 
carried for more than 160 years, to Sagicor, a name which refl ects our heritage, but also refl ects our 
borderless, timeless journey into the future.

Today, Sagicor is the leading life insurance company in the Caribbean. Our assets have moved from US $150 
million at the beginning of the 1990s to US $3.3 billion by end of Year 2006. Our Revenue has moved from 
US $40 million to US $660 million and our profi ts from US $2 million to US $87 million. Our policies inforce 
have also grown substantially, moving from 60,000 to 600,000. All of this while maintaining very strong Risk 
Base  Capital  ratios,  low  debt  to  equity  ratios  and  adhering  to  the  most  stringent  international  regulatory 
requirements.

We are rated “A” Excellent by A.M. Best, the international insurance rating agency, and have maintain this 
rating since 1999. Our principle operating subsidiary Sagicor Life, is rated BBB+ by S&P, a rating that is only 
constrained by our country rating. 

1999 – 2000

Acquisition of Island 
Life in Jamaica and 
Nationwide Insurance 
Company in Trinidad 
and Tobago.

The acquisition of 
shares in Life of 
Jamaica

First AM Best Rating
 ‘A’ (Excellent)

The acquisition of 
23% interest in Life of 
Barbados

2002

Acquisition of 
Life of Barbados

Resolution for the demutualisation of Barbados 
Mutual Life Assurance Society was passed

Conversion from Barbados Mutual Life 
Assurance Society to Sagicor Life Inc

The establishment of the holding Company, 
Sagicor Financial Corporation, with 45,000 
shareholders

The Initial Public Offering of Sagicor Shares, 
increasing shareholders to 49,000

2003 – 2004

First Sagicor Listing 
on the Barbados Stock 
Exchange

Sale of the Mutual 
Bank

Sagicor Listing on the 
Trinidad & Tobago 
Stock Exchange

2001

Acquisition of Life of 
Jamaica and Allnation 
in the US

23

Sagicor Financial Corporation

We operate in 20 countries including the Caribbean, Latin America and the US. Our recent entry into the US 
is part of our international expansion and we are very excited about the opportunities in that market. It is a 
market we are close to geographically, a market that culturally we understand. We are expanding in a business 
area that we know well, and where the middle tier  companies are going through some of the same issues 
that the Caribbean experienced in the mid to late 1990s. We believe that there is value to be reaped from this 
market and we are well poised to capitalize on the opportunities.

Our listing on the London Stock Exchange must therefore be viewed within the context of this journey and is 
a signifi cant part of our international transformation and we are naturally excited about it.

In conclusion, permit me to express my particular pride that this historic occurrence took place during my 
tenure as Chairman of the Board of the Sagicor Group. During my time with the Mutual, now Sagicor, dating 
back to 1965, the company has gone through many changes and has achieved many signifi cant milestones, 
all of which can be described as strategic. However, I believe I can say without fear of contradiction that the 
changes which occurred during the last two decades have been the most signifi cant in its history. I am proud 
to have been a part of this great Company and to have been given the opportunity to have played a role in what 
our Company has become. Along the way I have met several people who have given me their advice, guidance 
and general assistance, and to them I am most grateful.

I have no doubt that the Sagicor Group will continue to enjoy strong growth and deliver solid results. I wish to 
thank all who have contributed to the development of the company over the years and to this year of signifi cant 
achievement through their dedication and commitment. I would also like to thank the Board, Management, 
Staff and Advisors of Sagicor for their contribution and support in the development of this Group. I would like 
to especially thank our Customers who continue to place confi dence in Sagicor by doing business with us. I am 
confi dent that the future of Sagicor will continue to be bright and rewarding for all of its stakeholders.

J Arthur L Bethell
Chairman

2005

Acquisition of majority interest in Pan Caribbean 
Financial Services

Acquisition of Laurel Life and its wholly-owned 
subsidiary, American Founders Life Insurance 
Company in the US

Life of Jamaica acquires Cayman General 
Insurance

Acquisition of 20% of FamGuard

Acquisition of First Life Insurance portfolio

2006

Successful US$150 
million Bond Offering 
on the US market

Sagicor Life Inc assigned 
a Standard and Poor’s 
(S&P) financial strength 
rating of “BBB+”

American Founders Life 
Insurance Company 
rebrands as Sagicor Life 
Insurance Company

2007

Sagicor’s Listing on the 
London Stock Exchange

24

 
Sagicor Financial Corporation

President & CEO’s Report

MANAGEMENT DISCUSSION AND 
ANALYSIS OF FINANCIAL RESULTS

Overview

2006 was another successful year for the Sagicor Group which recorded 
net  income  of  Bds  $173.2  million.  Of  this,  net  income  allocated  to 
shareholders was Bds $135.3 million. The return on shareholders’ equity 
was 19% and earnings per share totalled Bds 50.8 cents. 

Revenue totalled Bds $1,318.8 million, which is an increase of 13.9% over 
2005. Benefi ts amounted to Bds $686.1 million and expenses totalled 
Bds $431.6 million.

Assets  totalled  Bds  $6,726.6  million  and  liabilities  were  Bds  $5,642.0 
million  as  of  December  31,  2006.  Total  equity  stood  at  Bds  $1,084.6 
million, exceeding Bds $1,000 million for the fi rst time.

Dodridge D Miller
President and Chief Executive Officer

In  May  2006,  Sagicor  successfully  raised  US  $150.0  million  on  the  US  market  through  an  issue  of  senior  notes 
underwritten by Morgan Stanley & Co Incorporated. The notes carry a fi xed interest rate of 7.5% and mature in May 
2016. 

The  notes  were  issued  at  a  price  of  99.123%  of  par.  In  preparation  for  the  issue,  the  Company  sought  a  rating 
from Standard and Poor’s, the internationally recognised rating agency. Sagicor Life Inc, as the principal operating 
company within the Group was given a BBB+ rating, which is equal to the rating of its sovereign domicile, Barbados. 
A rating of BBB was given for the issue of the notes.

This entry by Sagicor into an international capital market is testimony to the efforts by the management, staff and 
professional advisors involved in the exercise. It is testimony to the Company’s goal of achieving an international 
footprint. The notes are now traded in the United States among institutional investors and on the Euro MTF Market, 
the alternative market of the Luxembourg Stock Exchange. At balance sheet date, the market value of these notes 
approximated US $153.0 million.

With the issue of the notes, the debt to total equity ratio for 2006 increased to 29.6% as of December 31, 2006, up 
from 16.9% one year previously.

Having made fi ve acquisitions in 2005, this year we have consolidated and integrated these recent additions to the 
Group. We have re-branded our US subsidiary as Sagicor Life Insurance Company, as an initial step to introducing 
the Sagicor brand in that market. 

In the Caribbean, we have continued to expand our business and to bring greater effi ciency to our operations. The 
2005 additions have enhanced our product offerings in merchant banking, investment and fund management and 
in health, property and casualty insurance in the region. Sagicor now has signifi cant operations in the English and 
Dutch speaking countries in the region. On December 1, 2006, we signed an agreement with Industrial Life (the 
successor  company  to  National  Life  of  Canada)  to  acquire their  life  insurance  portfolio  in  the  region.  Once  this 
acquisition is completed, it will signifi cantly enhance our market position in the Dutch Caribbean.

We intend to build a market position in the U.S. and internationally which will be signifi cant to the Sagicor Group. We 
will further develop our well established position in the Caribbean. In these endeavours, we will rely on our talented 
and dedicated human resources on the strong fi nancial position of the Group. 

25

 
Sagicor Financial Corporation

President & CEO’s Report

Economic Conditions

The global economy recorded strong real GDP growth of 5% in 2006. This rate has been one of the highest in 30 
years despite rising oil prices, rising interest rates and severe confl ict in the Middle East. 

In the United States, growth in 2006 was 3.4%. The housing market started to soften in 2006, after many years of 
being a major stimulus to the economy. Growth in employment continues to drive spending in the economy. After 
regular interest rate increases since mid 2004, the Federal Reserve has maintained its funds rate at 5.25% for the 
latter part of 2006. While the US Treasury 10 year bond yield increased around 0.2% during the year, the yield stood 
below the funds rate at 4.7% at the end of 2006. 

In Europe, growth in the euro zone in 2006 was 2.7%. The largest economy in the euro zone, Germany, recorded 
positive growth of 2.6%. In the United Kingdom, GDP growth was 2.7% in 2006.

In Asia, China’s economy continues to expand rapidly. Economic growth was estimated at 10.5% for 2006 and was 
being propelled by investment and exports. India’s economy continues to experience signifi cant growth recording 
an estimated 8.3% for the year. Japan’s economy has started to rebound after a period of stagnation, with real GDP 
growth estimated at 2.1% for 2006. 

Fuelled by new demand in Asia, oil and other commodity prices have trended upwards with a resulting positive 
effect on commodity producing economies throughout the world.

Barbados

The Barbados economy expanded an estimated 3.5% in 2006. The tourism sector is estimated to have grown at 
some 2.5% for the year, with long-stay tourists being the source of growth. The construction industry grew by some 
7%, a consequence of the Cricket World Cup related projects and other ventures. Manufacturing output was fl at.

Government’s fi scal position has improved, with the defi cit estimated at 1.7% of GDP. Infl ation averaged at 7.6% 
for most of the year.

Jamaica

Jamaica’s economy improved in 2006. Most key indicators showed positive trends. Interest rates have continued 
their decline with treasury-bill yields declining by some 1.3% in 2006. The Jamaica dollar declined some 4% during 
the year. Net international reserves at the end of year approximated four months of imports. Infl ation was 5.8%, the 
lowest in many years. Real GDP growth is estimated at 2.7% and tourist arrivals in 2006 increased by 15%.

Against  this  trend  of  positive  improvements,  public  debt  remains  high  and  debt  service  utilises  a  signifi cant 
percentage of government revenues. 

Trinidad and Tobago

2006 was a positive year for the Trinidad and Tobago economy. Real GDP growth was estimated at 12% for the year. 
Energy is the dominant sector in the economy and accounted for 42% of GDP in 2006. GDP growth was propelled 
by a full year’s production emanating from new gas and methanol plants.

Consumer infl ation also increased in 2006 and was 9.1% for the year. In response to Central Bank initiatives, interest 
rates have trended upwards in 2006. The government’s fi scal position remained strong, achieving an overall surplus 
of 0.4% of GDP. The Trinidad and Tobago dollar remained stable during the year, and net international reserves were 
estimated to be equivalent to more than seven months of imports. 

26

Sagicor Financial Corporation

Results of Operations

The results of operations for the years ended December 31, 2006 and 2005 are summarised in the following table.

Revenue
Benefi ts
Expenses
Net income from ordinary operations
Income taxes
Net income for the year

2006

2005
Bds millions Bds millions

$1,318.8
(686.1)
(431.7)
201.0
(27.8)
$173.2

$1,158.0
(608.7)
(354.9)
194.4
(24.0)
$170.4

Sagicor has signifi cant concentrations of business in Barbados, Jamaica, Trinidad and Tobago and the United States, 
where operations are primarily managed through subsidiaries or branches. The following table presents, for 2006 
and 2005, the distribution by country of net income from ordinary operations.

Barbados
Jamaica
Trinidad and Tobago
United States
Other Caribbean
Not allocated to segments
Total

2006

2005

Bds millions

% Bds millions

$39.1
103.8
51.6
13.9
32.1
(39.5)
$201.0

19.5
51.6
25.7
6.9
16.0
(19.7)
100.0

$6.8
92.3
64.2
(10.0)
37.6
3.5
$194.4

%
3.5
47.4
33.0
(5.1)
19.4
1.8
100.0

Barbados operations have recorded income from ordinary operations of Bds $39.1 million, well surpassing that in 
2005. 2006 has benefi ted from growth in premium income, investment property gains and a more favourable change 
in actuarial liabilities. In 2005 there were notable investment impairment losses which did not recur in 2006.

Jamaica  operations  recorded  income  from  ordinary  operations  of  Bds  $103.8  million,  an  increase  of  Bds  $11.5 
million over 2005. Operations in 2006 benefi ted positively from the impact of individual life new business. Group 
insurance, development banking and investment management also recorded better results in 2006.

In  2005,  Trinidad  operations  benefi ted  signifi cantly  from  realised  investment  gains  on  equity  securities  as  the 
Group sought to rebalance its Trinidad investment portfolio. This did not recur in 2006, which now refl ects a more 
normalised level of income from ordinary activities.

The net loss of Bds $10.0 million in 2005 from United States operations has been turned around to a net profi t of 
Bds $13.9 million in 2006. Our acquisition, Sagicor Life Insurance Company, has had a successful year in 2006.

Other Caribbean operations recorded income from ordinary activities of Bds $32.1 million in 2006. Though this 
is  less  than  the  2005  results,  profi ts  in  2006  are  more  evenly  distributed  among  companies  in  this  region.  Our 
acquisition, Sagicor General (Cayman) Limited has had a successful year in 2006.

Operations  which  are  not  allocated  to  operating  segments  showed  a  loss  of  Bds  $39.5  million  in  2006.  In  this 
category  are  fi nance  costs  which  support  operations  in  other  segments.  Finance  costs  have  risen  by  some 
Bds $14.4 million as a result of the additional debt fi nancing on the balance sheet. Also the 2005 results benefi ted 
from one-off gains on business combinations and acquisitions of Bds $25.1 million. 

27

 
Sagicor Financial Corporation

President & CEO’s Report

Revenue

The following table summarises the composition of total revenue for 2006 and 2005. 

Net premium revenue
Net investment income
Share of operating income of associated 
companies
Fees and other revenue
Gains arising on business combinations and 
acquisitions
Total

2006

2005

 Bds millions  

%  Bds millions  

$755.2
471.0

5.5

87.1

-

57.3
35.7

0.4

6.6

-

$637.0
415.4

3.5

77.0

25.1

%
55.0
35.9

0.3

6.6

2.2

$1,318.8

100.0

 $1,158.0

100.0

Trends in revenue by component are discussed in the following sections.

Net Premium Revenue

The following table shows an analysis of net premium revenue for the years ended December 31, 2006 and 2005.

Life insurance
Annuities
Health insurance
Property and casualty insurance

Total premium revenue

Reinsurance premiums
Net premium revenue

2006

2005

  Bds millions  

%   Bds millions  

$463.2
112.2
227.1
134.9
937.4
(182.2)
$755.2

49.4
12.0
24.2
14.4
100.0

$392.3
85.3
197.0
74.1
748.7
(111.7)
$637.0

%
52.4
11.4
26.3
9.9
100.0

Total premium revenue was Bds $937.4 million in 2006 as compared to Bds $748.7 million in 2005. After deducting 
the cost of reinsurance premiums, net premium revenue totalled Bds $755.2 million in 2006, an increase of 18.6% 
over 2005.

Premium revenue from life insurance remains the largest class of premium, recording 49.4% of total premium in 
2006 (52.4% in 2005).

The comparison of 2006 premium revenue with that of 2005 refl ects a combination of

(cid:129) 

(cid:129) 

the  impact  of  acquisitions  made  in  2005,  for  whom  a  full  year’s  premium  is  not  refl ected  in  the  2005 
fi gures, and
intrinsic growth in the Group’s continuing operations.

Premium revenue for 2005 includes revenue from Sagicor Life Insurance Company (USA) for three months only, and 
from Sagicor General (Cayman) Limited for one month only, since these subsidiaries were acquired on September 
30  and  November  30,  2005  respectively.  Sagicor  Life  Insurance  Company  (USA)  has  premium  revenues  in  life 
insurance and annuities. Sagicor General (Cayman) Limited has premium revenues in health, property and casualty 
insurance. Collectively, these two acquisitions have added some Bds $112.9 million in premium revenues in 2006 
over 2005, and Bds $59.7 million in reinsurance premium costs in 2006 over 2005.

The Group’s remaining operations recorded total premium revenue growth of Bds $75.8 million, or 10.4% over 2005.

28

Sagicor Financial Corporation

Net Investment Income

2006

2005

  Bds millions  

%   Bds millions  

Interest income from debt securities
Interest income from loans and other securities
Net gains on fi nancial investments and investment 
property
Other investment income
Total investment income

Investment expenses

Net investment income

$284.7
98.7

59.2

34.9
477.5
(6.5)
$471.0

59.6
20.7

12.4

7.3
100.0

$242.4
87.5

79.9

29.9
439.7
(24.3)
$415.4

Net investment income increased by 13.4% to Bds $471.0 million in 2006.

%
55.1
19.9

18.2

6.8
100.0

Interest from debt securities comprises the largest component of investment income, representing 59.6% in 2006 
(55.1%  in  2005).  Interest  income  from  debt  securities  increased  by  Bds  $42.3  million  in  2006,  of  which  Sagicor 
Life  Insurance  Company  (USA)  accounted  for  Bds  $35.0  million.  (Sagicor  Life  Insurance  Company  (USA)  was 
consolidated for three months only for 2005, as compared to the full year for 2006).

Net gains on fi nancial investments declined by Bds $37.7 million, but were offset by increases gains on investment 
property  totalling  Bds  $16.9  million.  In  2005,  the  Group  recorded  signifi cant  gains  on  its  equity  securities  as  it 
rebalanced the Trinidad investment portfolio. Investment expenses declined Bds $17.8 million, largely as a result of 
a reduction in impairment charges on loans and securities. 

Other Revenue Items

In 2006, the share of operating income from associated companies includes returns from FamGuard Corporation. 
This associated company investment was made at the end of 2005 and did not generate any income in 2005.

Fees and other revenue increased by 13.1% in 2006 to Bds $87.1 million.

Gains on business combinations and acquisitions were Bds $25.1 million in 2005 (nil in 2006). These gains arose 
on the reduction in Sagicor’s interest in Life of Jamaica, from 78% to 60%, and on the acquisition of a 37% interest 
in Pan Caribbean Financial Services. 

Benefi ts

Benefi ts  comprise  the  returns  provided  to  the  holders  of policy  contracts  and  the  interest  return  to  clients  and 
institutions who deposit funds with or advance special purpose loans to the Group. Benefi ts are accounted for either 
as policy benefi ts, or as change in actuarial liabilities (i.e. changes in amounts set aside for future policy benefi ts), or 
as interest expense. Benefi ts for the years ended December 31, 2006 and 2005 are summarised in the table below.

Net policy benefi ts
Net change in actuarial liabilities
Interest expense
Total

2006

2005

  Bds millions  

%   Bds millions  

$509.5
17.9
158.7
$686.1

74.3
2.6
23.1
100.0

$388.2
72.6
147.9
 $608.7

%
63.8
11.9
24.3
100.0

29

Sagicor Financial Corporation

President & CEO’s Report

Trends in policy benefi ts by component are discussed in the following sections.

Net policy benefi ts

The following table shows an analysis of net policy benefi ts for the years ended December 31, 2006 and 2005.

Life insurance benefi ts
Annuity benefi ts
Health insurance claims
Property and casualty insurance claims

Total policy benefi ts

Reinsured benefi ts

Net policy benefi ts

2006

2005

  Bds millions  

%   Bds millions  

$258.8
164.8
165.6
32.7
621.9
(112.4)
$509.5

41.6
26.5
26.6
5.3
100.0

$219.8
58.7
134.1
20.0
432.6
(44.4)
388.2

%
50.8
13.6
31.0
4.6
100.0

Total  policy  benefi ts  amounted  to  Bds  $621.9  million  in  2006  and  Bds  $432.6  million  in  2005.  After  deducting 
reinsurance recoveries, net policy benefi ts totalled Bds $509.5 million in 2006, an increase of 31.2% over 2005.

 The comparison of 2006 policy benefi ts with those of 2005 refl ects a combination of:

(cid:129) 

(cid:129) 

the  impact  of  acquisitions  made  in  2005,  for  whom  a  full  year’s  benefi ts  are  not  refl ected  in  the  2005 
fi gures, and
intrinsic growth in the Group’s continuing operations.

Policy benefi ts for 2005 includes benefi ts from Sagicor Life Insurance Company (USA) for three months only, and 
from Sagicor General (Cayman) Limited for one month only, since these subsidiaries were acquired on September 
30 and November 30, 2005 respectively. Sagicor Life Insurance Company (USA) incurs life insurance and annuity 
benefi ts and Sagicor General (Cayman) Limited incurs health, property and casualty insurance claims. Collectively, 
these two acquisitions have added some Bds $143.6 million in policy benefi ts in 2006 over 2005, and Bds $70.9 
million in reinsurance recoveries in 2006 over 2005.

The Group’s remaining operations experienced growth in total policy benefi ts of Bds $45.7 million, or 11.6% over 
2005.

Change in actuarial liabilities

The change in actuarial liabilities records the amounts set aside for future benefi ts on insurance contracts. The 
quantum of actuarial liabilities is computed as of December 31 each year. The change in actuarial liabilities refl ects 
the expected normal increase in liability of inforce policies, the effect of new policies issued during the year, and the 
impact of changes in actuarial assumptions and modelling.

The  net  change  in  actuarial  liabilities  decreased  by  Bds  $54.7  million  to  Bds  $17.9  million  in  2006.  The  overall 
decrease is a refl ection of the large maturing inforce block of policies of Sagicor Life Insurance Company (USA) and 
of the changes in actuarial assumptions and modelling, most notably for improvements in expense factors. These 
trends have offset other normal increases in actuarial liabilities.

Interest expense

Interest expense is recognised on funds placed on deposit with the Group or on funds loaned to the Group for the 
purpose of generating operating assets. The interest expense totalled Bds $158.7 million in 2006, an increase of Bds 
$10.8 million over 2005. 

30

Sagicor Financial Corporation

Expenses

The following table shows an analysis of expenses for the years ended December 31, 2006 and 2005.

Administrative expenses
Commissions and related compensation
Premium taxes
Finance costs
Depreciation and amortisation
Total

2006

2005

  Bds millions  

%   Bds millions  

$250.8
114.1
13.3
18.8
34.7
$431.7

58.1
26.4
3.1
4.4
8.0
100.0

 $214.6
95.0
15.3
4.4
25.6
 $354.9

%
60.5
26.8
4.3
1.2
7.2
100.0

Total expenses have increased by Bds $76.8 million to Bds $431.7 million in 2006. 

Expenses for administration comprise the most signifi cant part of overall expenses, amounting to 58.1% of total 
expenses in 2006 and 60.5% of total expenses in 2005. A signifi cant proportion of administrative expenses comprise 
remuneration and benefi ts paid to employees.

Administrative expenses for 2005 include expenses from Sagicor Life Insurance Company (USA) for three months 
only, and from Sagicor General (Cayman) Limited for one month only, since these subsidiaries were acquired on 
September 30 and November 30, 2005 respectively. Collectively, these two acquisitions have added some Bds $28.8 
million in administrative expenses in 2006 when compared to 2005.

The Group’s remaining operations experienced a 3.6% growth in administrative expenses over 2005.

Commissions and related compensation have increased by some Bds $19.1 million in 2006, mirroring the trends 
recorded with premium revenues. 

Finance costs have increased by some Bds $14.4 million in 2006. This increase is attributable to the issue of senior 
notes by the Group which increased the level of debt fi nancing.

Income taxes

Sagicor is taxed in the countries in which its operations are carried out. Taxes are based on investment income or 
on net income in each country according to the tax regulations of that country. The income tax expense is composed 
of current taxes and deferred taxes. Income taxes increased by 15.8% to Bds $27.8 million in 2006. The effective 
income tax rate on income from ordinary activities was 13.8% for 2006 (12.4% for 2005).

Net Income

Group net income totalled Bds $173.2 million for 2006 and Bds $170.4 million for 2005. 

Group net income is allocated to shareholders, to participating policies of Sagicor Life Inc, and to minority interests. 
The allocation for the years ended December 31, 2006 and 2005 is summarised below.

Shareholders
Participating policyholders
Minority interest
Total net income

2006

2005

  Bds millions   Bds millions
$121.5
12.0
36.9
$170.4

$135.3
(0.6)
38.5
$173.2

31

Sagicor Financial Corporation

President & CEO’s Report

Net income attributable to shareholders totalled Bds $135.3 million for 2006, an increase of Bds $13.8 million or 
11.4% over 2005.

The  net  income  attributed  to  participating  policyholders  is  infl uenced  by  the  levels  of  investment  income,  the 
mortality  and  lapse  experience  and  by  the  level  of  expenses,  all  attributable  to  the  policies  in  the  participating 
funds. In 2005, the participating account refl ected the recognition of new business profi ts which had been deferred 
from earlier years. In addition, changes in the mechanisms for valuing policies in the participating funds, and in 
the accounting for these funds have resulted in a restatement of the 2005 profi ts allocated to these participating 
policies. 

The net income attributable to minority interest refl ects the allocation of net income to the minority shareholders in 
subsidiaries which are not wholly owned by Sagicor.

Assets

The Group’s assets totalled Bds $6,726.6 million as of December 31, 2006. This represents an increase of Bds $329.8 
million since December 31, 2005. The principal components of the Group’s assets as of December 31, 2006 and 
2005 are set out in the following table.

Financial investments and cash
Properties, plant and equipment
Intangible assets
Reinsurance assets
Other assets and receivables
Total assets

Asset components are discussed in the following sections.

Financial investments and cash 

2006

2005

  Bds millions   Bds millions
$4,851.7
329.8
240.2
686.7
288.4
$6,396.8

$5,225.0
342.2
225.4
643.4
290.6
$6,726.6

2006

2005

  Bds millions  

%   Bds millions  

Debt securities
Equity securities
Mortgage loans
Policy loans
Finance loans and leases
Securities purchased under agreements to re-sell
Deposits
Cash
Total 

$3,301.7
374.2
492.0
251.8
245.9
44.6
339.4
175.4
$5,225.0

63.2
7.2
9.4
4.8
4.7
0.8
6.5
3.4
100.0

$3,140.7
440.4
420.6
255.0
235.1
69.0
172.0
118.9
$4,851.7

%
64.7
9.1
8.7
5.3
4.8
1.4
3.5
2.5
100.0

Financial investments and cash totalled Bds $5,225.0 million as of December 31, 2006, an increase of Bds $373.3 
million for the year. Financial investments and cash are held in various currencies, with balances in United States 
dollars comprising 47.0%, in Jamaica dollars 21.4%, in Barbados dollars 13.6%, in Trinidad dollars 9.5% and in other 
currencies 8.5%. 

32

 
Sagicor Financial Corporation

Debt securities comprise the largest class of fi nancial assets, at $3,301.7 million, or 63.2% of the total, as of December 
31, 2006. Debt securities include government debt obligations, corporate debt securities and collateralised mortgage 
securities.

The effective interest income yield on fi nancial investments for the years ended December 31, 2006 and 2005 is set 
out below.

Debt securities
Mortgage loans
Policy loans
Finance loans and leases
Securities purchased under agreements to re-sell
Deposits

Other asset classes

2006
%
9.4
8.2
8.3
11.6
11.4
4.8

2005
%
11.6
7.7
9.7
12.9
9.1
5.2

Investment property, owner-occupied property, plant and equipment totalled Bds $342.2 million as of December 31, 
2006. The property components totalled Bds $281.9 million.

Intangible assets totalled Bds $225.4 million as of December 31, 2006. Intangible assets largely comprise assets 
which  are  recognised  on  the  acquisition  of  subsidiaries  and  insurance  portfolios,  with  the  largest  items  being 
goodwill and customer relationships.

Reinsurance assets arise when the Groups cedes insurance risks to reinsurers in order to limit the Group’s exposure 
on claims. The asset represents the reinsurers’ share of the risks. Total reinsurance assets as of December 31, 2006 
totalled Bds $643.4 million.

Assets under management

In addition to the assets in the Group balance sheet, the Group manages assets of pension funds, mutual funds and 
unit trusts for fee income. As of December 31, 2006, invested assets of these funds totalled Bds $2,290.5 million.

Liabilities

The Group’s liabilities totalled Bds $5,642.0 million as of December 31, 2006, an increase of Bds $197.9 million since 
December 31, 2005. The principal components of the Group’s liabilities as of December 31, 2006 and 2005 are set 
out in the following table.

Policy liabilities
Deposits and security liabilities
Senior notes and loans payable
Other liabilities and payables
Total liabilities

2006

2005

  Bds millions   Bds millions
$3,500.6
1,440.5
160.7
342.3
$5,444.1

$3,494.3
1,490.8
321.1
335.8
$5,642.0

33

Sagicor Financial Corporation

President & CEO’s Report

Liability components are discussed in the following sections.

Policy Liabilities 

Actuarial liabilities – individual insurance
Actuarial liabilities – group insurance
Other insurance liabilities
Investment contract liabilities
Total 

2006

2005

  Bds millions  

%   Bds millions  

$2,394.1
353.1
305.4
441.7
$3,494.3

68.5
10.1
8.7
12.7
100.0

$2,422.5
368.7
283.2
426.2
 $3,500.6

%
69.2
10.5
8.1
12.2
100.0

Policy  liabilities  totalled  Bds  $3,494.3  million  as  of  December  31,  2006.  These  policy  liabilities  are  denominated 
in various currencies, with obligations in United States dollars representing 36.7%, in Jamaica dollars 12.7%, in 
Barbados dollars 26.3%, in Trinidad dollars 15.2% and in other currencies 9.1%.

Individual insurance actuarial liabilities represent the largest class of policy liabilities and comprise some 68.5% of 
balances as of December 31, 2006 (69.2% for 2005). These obligations are principally in respect of long-term life 
insurance and annuity contracts. 

Investment contract liabilities arise from contracts which do not have an insurance element, and comprise mainly 
pension and savings deposits.

Deposit and Security Liabilities

Deposit and security liabilities represent sources of funds for on-lending, leasing and portfolio investments. Balances 
as of December 31, 2006 and 2005 are set out in the table below.

2006

2005

  Bds millions  

%   Bds millions  

Other funding instruments
Deposits
Securities sold under agreements to repurchase
Bank overdrafts
Total 

$289.7
246.3
948.8
6.0
$1,490.8

19.4
16.5
63.7
0.4
100.0

 $296.3
227.5
 908.0
8.7
 $1,440.5

%
20.6
15.8
63.0
0.6
100.0

Deposit  and  security  liabilities  are  denominated  in  various  currencies,  with  obligations  in  United  States  dollars 
representing  55.6%,  in  Jamaica  dollars  35.7%,  in  Barbados  dollars  6.7%,  in  Trinidad  dollars  nil,  and  in  other 
currencies 2.0%.

Other funding instruments comprise loans from fi nancial institutions.

Securities  sold  under  agreements  to  repurchase  represent  deposits  made  by  customers  and  other  fi nancial 
institutions which are collateralised by debt securities held by the Group. These agreements are customarily short-
term in nature, with most agreements maturing within three months of balance sheet date.

34

 
 
Sagicor Financial Corporation

The effective interest rate paid on deposit and security liabilities for the years ended December 31, 2006 and 2005 
is set out below.

Other funding instruments
Deposits
Securities sold under agreements to repurchase

Senior Notes and Loans Payable

2006
%
6.1
7.1
9.3

2005
%
5.6
7.3
10.0

Senior notes and loans payable are obligations arising from funding received to be used for Group expansion and 
corporate purposes. These obligations are regarded as debt fi nancing. 

During 2006, the Group issued US $150.0 million (Bds $300.0 million) in Senior Notes in the United States market. 
Interest is fi xed at 7.5% for the 10 year duration of the notes. 

With the issue of the notes, the Group utilised Bds$ 147.7 million of the proceeds to re-fi nance bank loans, thereby 
extending the overall maturity of its debt. The remaining proceeds are available for further corporate activity.

In addition to the senior notes outstanding, the Group had bank loans payable of Bds $28.0 million at balance sheet 
date.

Cash Flows

Cash fl ows are summarised into categories of operating activities, investing activities, or fi nancing activities. Cash 
and cash equivalents comprise readily available cash balances, fi nancial investments with original maturities of 90 
days or less, less bank overdraft balances. 

Summary movements in cash fl ows and cash and cash equivalents for the years ended December 31, 2006 and 2005 
are set out in the following table.

Cash fl ows from operating activities
Cash fl ows used in investing activities
Cash fl ows from fi nancing activities
Effects of exchange rate changes
Net increase, cash and cash equivalents
Cash and cash equivalents, beginning of year
Cash and cash equivalents, end of year

2006

2005

  Bds millions   Bds millions
$313.9
(261.6)
109.6
(23.2)
138.7
135.6
$274.3

$178.5
(26.5)
112.1
(23.7)
240.4
274.3
$514.7

Financial  investments  included  in  cash  equivalents  totalled  Bds  $357.6  million  as  of  December  31,  2006.  This 
represents an increase of Bds $191.7 million over 2005’s total, refl ecting high liquidity within the Group at balance 
sheet date. This rise in liquid fi nancial investments has also brought down the cash from operating activities that 
would otherwise have been generated. 

Cash used in investing activities in 2005 included Bds $214.9 million in acquisition related cash outfl ows. With no 
acquisitions in 2006, the cash used in investing activities largely comprised the purchase of offi ce related assets and 
vehicles for leasing.

35

Sagicor Financial Corporation

President & CEO’s Report

Cash generated from fi nancing activities refl ect the net additional debt fi nancing received by the Group. From this 
amount are deducted the dividends paid to shareholders and minority interests.

Equity and Capital Resources 

Equity

Total equity of the Group comprises shareholders’ equity, the participating policyholders’ accounts of Sagicor Life 
Inc, and minority interests in subsidiaries not wholly owned by Sagicor.

As of December 31, 2006, total equity amounted to Bds $1,084.6 million, an increase of Bds $131.9 million since 
December 31, 2005. The components of equity as of December 31, 2006 and 2005 were as follows:

Shareholders’ equity
Participating accounts
Minority interests 
Total equity

Capital Resources

2006

2005

  Bds millions   Bds millions
$730.3
20.9
201.5
 $952.7

$827.7
19.8
237.1
$1,084.6

The principal capital resources of the Group comprise its shareholders’ equity, its minority interest equity, and its 
debt fi nancing The resources totalled Bds $1,385.9 million as of December 31, 2006, and Bds $1,092.5 million as of 
December 31, 2005. 

The Group deploys its capital resources to its operating activities. These operating activities are carried out through 
subsidiary companies which are either insurance entities or provide other fi nancial services. The capital is deployed 
in such a manner as to ensure that subsidiaries have adequate and suffi cient capital resources to carry out their 
activities and to meet regulatory requirements. 

The capital adequacy of the principal subsidiaries is discussed in the following section.

Capital Adequacy

Sagicor Life Inc Group**

Capital adequacy is managed at the operating company level. It is calculated by the Appointed Actuary and reviewed 
by  executive  management,  the  audit  committee  and  the  board  of  directors.  In  addition,  The  Group  Appointed 
Actuary (who is independent of the Group) also reviews capital adequacy. The Group seeks to maintain internal 
capital adequacy at levels higher than the regulatory requirements. To assist in evaluating the current business and 
strategy opportunities, a risk-based capital approach is one of our core measures of fi nancial performance. The 
risk-based assessment measure which we have adopted is the Canadian Minimum Continuing Surplus and Capital 
Requirement (MCCSR) standard. It should be noted that many of the jurisdictions in which the Sagicor Life Inc 
Group operates have no capital adequacy requirements. The minimum standard recommended by the Canadian 
regulators for companies is an MCCSR of 150%. The MCCSR for the Sagicor Life Inc Group as of December 31, 2006 
and 2005 is set out below.

Sagicor Life Inc 

2006
MCCSR

2005
MCCSR

263%

256%

**  includes  Life  of  Jamaica  Limited,  Sagicor  Capital  Life  Insurance  Company  Limited  and  Nationwide  Insurance 
Company Limited.

36

Sagicor Financial Corporation

Sagicor Life Insurance Company (USA)

A risk-based capital (RBC) formula and model were adopted by the National Association of Insurance Commissioners 
(NAIC) of the United States. RBC is designed to assess minimum capital requirements and raise the level of protection 
that statutory surplus provides for policyholder obligations. The RBC formula for life insurance companies measures 
four major areas of risk: (i) underwriting, which encompasses the risk of adverse loss developments and property 
and  casualty  insurance  product  mix;  (ii)  declines  in  asset  values  arising  from  credit  risk;  (iii)  declines  in  asset 
values arising from investment risks, including concentrations; and (iv) off-balance sheet risk arising from adverse 
experience from non-controlled assets such as reinsurance guarantees for affi liates or other contingent liabilities 
and reserve and premium growth. If an insurer’s statutory surplus is lower than required by the RBC calculation, it 
will be subject to varying degrees of regulatory action, depending on the level of capital inadequacy.

The RBC methodology provides for four levels of regulatory action. The extent of regulatory intervention and action 
increases as the ratio of surplus to RBC falls. The least severe regulatory action is the “Company Action Level” (as 
defi ned by the NAIC) requires an insurer to submit a plan of corrective actions to the regulator if surplus falls below 
200% of the RBC amount.

Sagicor Life Insurance Company looks to maintain at least 250% of the Company Action Level, allowing it fl exibility 
in its asset and product mix. The RBC ratios, defi ned to be “the % of the Company Action Level” as of December 31, 
2006 and 2005 are set out in the table below.

Sagicor Life Insurance Company 

Pan Caribbean Financial Services Group

2006
RBC
360%

2005
RBC
438%

Under the Bank of Jamaica (BOJ) and the Financial Services Commission (FSC) regulatory framework, the securities 
and banking operations are required to maintain unconsolidated Capital Adequacy Ratios of at least 10% of their 
risk-weighted assets. 

The FSC’s early warning benchmark is 14% while the BOJ’s trigger is 12%. Pan Caribbean Financial Services Limited 
(PCFS) is regulated by the FSC in respect of its securities operations. Pan Caribbean Merchant Bank Limited (PCMB) 
is regulated by the BOJ in respect of its banking operations. The Capital Adequacy Ratios as of December 31, 2006 
and 2005 are set out in the table below.

PCFS
PCMB 

Risk Management

2006

2005

Capital Adequacy Ratio

79%
23%

62%
27%

The Group’s activities of issuing insurance contracts, of accepting funds from depositors and by investing insurance 
premium and deposit receipts in a variety of fi nancial and other assets, exposes the Group to various insurance, 
fi nancial and operational risks.

Before issuing any insurance contract, Sagicor considers the nature and amount of the insurance risk, and by the 
process of underwriting, determines if it will assume the insurance risk, and if so, at what rate of premium and if 
any conditions should be attached. Sagicor has in place many reinsurance agreements, which will or may allow the 
cession of some of the insurance risk. Sagicor has in place underwriting guidelines which are updated with company 
and industry experience. 

37

 
Sagicor Financial Corporation

President & CEO’s Report

Financial risks include credit, liquidity and market risks. Credit risk is the exposure that a counterparty, to whom 
funds  have  been  loaned,  is  unable  to  pay  amounts  when  due.  Liquidity  risk  is  the  exposure  that  funds  may  be 
required when unavailable or that excess funds may accumulate with loss of opportunity to earn returns. Group 
companies monitor cash infl ows and outfl ows. Through experience and monitoring, the Group is able to maintain 
suffi cient liquid resources to meet current obligations. Market risks arise from changes in market conditions relating 
to interest rates, fair values or currency exchange rates. The Group mitigates these risks by a variety of policies.

Operational risks may arise in the conduct of business operations. The risks include technology failure, business 
interruption, error, fraud or money laundering. The Group mitigates these risks by having in place technology back-
ups or alternative procedures; business interruption policies and plans; employee / management selection, training 
and performance procedures; internal audit processes; anti-money laundering procedures; and management review 
of fi nancial and operating criteria.

An Enterprise Risk Management process is being introduced throughout the Group’s operations. On completion, 
the  Group  will  then  have  fully  documented  risk  management  policies  and  procedures  which  undergo  constant 
monitoring.

Financial Ratings

The Group has obtained fi nancial ratings for certain subsidiaries. Current ratings are set out in the table below.

Sagicor Life Inc
Sagicor Capital Life Insurance Company Limited
Life of Jamaica Limited
Sagicor Life Insurance Company (USA)
Sagicor General Insurance Inc

CORPORATE SOCIAL RESPONSIBILITY

Standard & Poor’s
Financial Strength Rating
BBB+

A.M. Best 
Financial Strength Rating
A (Excellent)
A (Excellent)
A (Excellent)
B++ (Good)
A- (Excellent)

Sagicor’s belief in corporate social responsibility is inherent in its vision – “To be a great company committed to 
improving the lives of the people in the communities in which it operates.” Not only are we committed to the delivery 
of  quality  products  and  services,  but  also  to  initiatives  that  provide  fi nancial  support  and  voluntary  assistance, 
primarily in the areas of health, education, youth development and sports.

Over the past year, and indeed over several decades, we have provided signifi cant support to the Chronic Disease 
Research Centre, a project of the School of Clinical Medicine and Research of the University of the West Indies. Our 
funding has been crucial in sustaining ongoing research, and seeding new projects to address the rapidly growing 
problem of life-style related chronic diseases such as hyper-tension, diabetes and ischemic heart disease.

Sagicor’s collaboration with the Caribbean Food and Nutrition Institute, dedicated as they are to advancing nutrition 
knowledge and showcasing creative and innovative forms of food and nutrition promotion across the Caribbean, 
has been a fruitful and successful one. In 2006, schools from 18 countries participated in the programme. This level 
of participation serves to promote a heightened awareness for proper nutrition among the people of the region, and 
further embodies Sagicor’s commitment to the improvement of their health. 

We  have  continued  to  promote  healthy  living  by  assisting  in  the  funding  of  the  National  Council  on  Substance 
Abuse’s Life Education Centre, a mobile learning centre for Primary school children. This initiative helps children 
to make informed choices by teaching them the dangers of using hard drugs, as well as providing information on 
socially acceptable drugs like tobacco and alcohol. The centre’s focus is on prevention and it uses hi-tech training 
equipment and interactive training techniques.

38

Sagicor Financial Corporation

Sagicor  also  assists  a  number  of  youth  development  and  sporting  organisations  in  areas  such  as  table  tennis, 
basketball, swimming, chess and horseracing. However, it is in the area of cricket that we have concentrated our 
efforts. In collaboration with the University of the West Indies, Cave Hill Campus we have developed the Sagicor 
Cricket  Operations  Research  Enterprise  (SCORE),  a  cricket  research  and  training  facility  that  will  implement 
academic and training programmes geared towards assisting cricketers at all levels throughout the region in pursuit 
of attaining excellence at their craft.

The Sagicor Cricket Operations Research Enterprise, was also designed to give tangible sustenance and visibility to 
the development of regional cricket, thereby nourishing one of the primary vehicles through which Caribbean people 
have demonstrated world-class excellence.

In addition, given the historical importance of the sport of cricket in the Caribbean, Sagicor has invested heavily in 
cricket research and development to ensure that Caribbean people can record, celebrate, analyze, learn and build on 
the single most unifying force in the region – Cricket. 

Sagicor’s corporate responsibility reaches beyond strategic management decisions, and is inherent in its corporate 
culture with staff-initiated community activities. 

In 2006, employees donated an impressive US$35,000 towards London’s Run, a 13-mile race named after London 
Solomon,  a  courageous  six-year-old  who  died  from  leukemia.  Proceeds  from  this  race  benefi ted  the  Phoenix 
Children’s Hospital Centre of Blood Disorders and Cancer. Employees also participated in the race’s fundraising 
Breakfast, which assisted another child in accessing the medicines needed following a bone marrow transplant. 

Individual employees are also whole-heartedly committed to the “Make a Difference” Project, which provides meals 
for homeless teenagers at the Home Base Youth Services. Employees also volunteer personal time to “Save the 
Family”, a comprehensive program of transitional housing, case management and supportive services. This program 
also protects young children by providing for the entire family, and “Adopt a Classroom” programmes’ employees 
contribute monies, clothes and toys to deserving children.

At Sagicor, in addition to our strong belief in the link between profi tability and economic development, we are also 
highly cognizant of the importance of maintaining and improving societal values and attitudes that are conducive 
to quality living.

This commitment describes the essence of our vision for the foreseeable future. It is this commitment which will 
shape and inform our business strategies and operating plans as we strive to continue evolving as a great Caribbean 
company for the next decade and beyond. We fi rmly believe that we have a vital role to play in the future development 
of our region, and are acutely aware that we must deliver on this promise in order to do so. 

HUMAN RESOURCES

The Sagicor Group is committed to the creation and maintenance of a performance driven working environment 
which is characterized by innovation, continuous learning, opportunity for growth and development and fair and 
equitable treatment for all staff. We believe that this is essential to future growth and development of the Group. 

The Human Resource strategy of the Group is therefore centered on the achievement of this important objective 
through  the  implementation  of  projects  designed  to  ensure  that  the  Group  is  adequately  served  over  the  long-
term by employees who are well trained, highly motivated and operate within a performance driven environment. 
Some of the projects cover areas such as organizational structures, succession planning, resource alignment with 
business objectives, compensation and performance based incentive programs. Other projects review the process 
of recruitment, orientation and retention in order to ensure that Sagicor gets its fair share of a limited pool of critical 
skills.

At  the  beginning  of  2006,  the  HR  Committee  approved  an  18  month  development  plan  which  covers  all  of  the 
key  areas  outlined  above.    Several  HR  projects  are  now  in  progress  pursuant  to  this  development  plan.  One  of 
these  projects  covers  the  harmonization  of  organization  structures,  compensation  structures  and  performance 

39

Sagicor Financial Corporation

President & CEO’s Report

incentive  programs  across  the  Group.  In  addition,  in  order  to  align  the  performance  of  management  and  staff 
with  the  objectives  of  the  company,  the  project  has  introduced  a  performance  evaluation  program  based  on  a 
“balanced score card” approach. This program was fi rst introduced at the Parent Company level but is now being 
implemented  across  all  Group  companies.  Another  project  focuses  on  succession  planning  and  is  designed  to 
ensure organizational continuity, orderly and systematic knowledge transfers, and the availability of an adequate 
supply of quality resources to support the Group’s business strategy. 

During the year, a new on-line performance management system was introduced in Sagicor Life during the year and 
it is expected that this system will be introduced into all major Group companies within the next eighteen months. 
The  Group  also  implemented  a  new  enterprise  compensation  system  for  our  sales  representatives  and  Sagicor 
Advisors. This new compensation system recognizes the changing face of the fi nancial services industry today – the 
new  products  and  services  being  delivered  and  the  quality  of  advice  that  customers  require  from  an  integrated 
fi nancial  institution.  The  new  compensation  system  was  implemented  with  the  assistance  of  the  Life  Insurance 
Management and Research Association (LIMRA).

With  regards  to  training  and  professional  development,  Sagicor  continues  to  support  training  and  professional 
development  for  all  categories  of  staff.  We  continue  to  support  employees  pursuing  educational  programs  and 
training offered through the Life Offi ce Management Association (LOMA), the American Health Insurance Plans 
(AHIP), and the Academy of Life Underwriting (ALU). Employees and Advisors now have 24 hour access to training 
through the LOMA E-Learning facility. We also take a very active part in the future development of these programs 
with our Senior Executive Vice President Mr. Steve Stoute being a member of the LOMA Education Council. At a 
less formal level, management and supervisory staff continue to benefi t from exposure to a number of conferences, 
workshops and seminars, covering areas such as performance management, fi nance and information technology. 

In order to ensure that our employees deliver a high quality of service to our customers, we continue to expose our 
executives and staff to industry and compliance related training covering important areas such as money laundering 
and data protection and privacy. These programs are designed to ensure that management and staff adhere to a 
high standard of ethical behavior, comply with international regulatory best practice in the delivery of their products 
and services and comply with all legal and regulatory requirements for the protection of our customers.

We continue to recognize the outstanding performance of our employees and fi nancial advisors with several Sagicor 
Advisors  and  Employee  Recognition  programs  across  the  Group.  Our  family  fun  days  have  become  signifi cant 
events on our annual calendar, and we encourage our staff and advisors to participate in our Wellness Programs 
and healthy lifestyles initiatives.

We believe that these programs and initiatives which form part of our Human Resource development plan support 
our  objective  to  encourage  a  performance  base  culture  and  the  creation  of  an  exciting,  innovative  and  growth 
oriented working environment.

CONCLUSION

The fi nancial year 2006 was another successful one for the Sagicor Group of Companies. Net income for the year of 
$173 million exceeded both the net income of the previous year and planned net income for 2006. During the year, 
the company made two strategic decisions which supported its international business strategy. The fi rst was to 
develop an initial foot-print in the international capital markets with a successful bond issue in the US Bond Market. 
Through this initiative, the Company received further confi rmation of its capital strength and consistent profi tability 
when Sagicor Life Inc., its principal operating subsidiary, was given a fi nancial strength rating of  BBB+ by Standard 
and Poor’s (S&P) and BBB issuer credit rating. The second strategic decision was to seek a listing on the London 
Stock Exchange (LSE). If Sagicor is to continue to grow and expand internationally, access to capital and exposure to 
capital markets, where fundamental share price discovery is possible, is critical to our overall success. A listing on the 
LSE was therefore an important part of our business strategy, and we are all delighted to have achieved this. Sagicor 
was admitted to the Offi cial List of the London Stock Exchange on February 14th 2007, to become the fi rst Caribbean 
company to have achieved this milestone. 

While  the  two  strategic  events  described  earlier  reinforced  Sagicor’s  reputation  as  a  fi nancially,  solid  profi table 
company, with the operating capability to compete internationally, we at Sagicor have not been sitting on our laurels. 
During the year, we have taken further steps to enhance our governance systems and operating capabilities. We 

40

 
Sagicor Financial Corporation

have commenced the implementation of three initiatives, which are designed to ensure that Sagicor can enter the 
international market with the confi dence that it can compete successfully. 

The  fi rst  initiative  is  a  project  to  strengthen  our  Corporate  Governance  processes  by  the  development  and 
implementation of a Group-wide corporate governance framework, which meets international best practice, and 
enhances  our  governance  practices  across  the  Group  of  companies.  The  second  project  is  an  enterprise-wide 
risk  management  framework  (ERM),  designed  to  facilitate  the  early  identifi cation  of  fi nancial  and  operating  risk 
and to provide adequate opportunity to properly manage these risks. The third, and perhaps the most important 
initiative, is a comprehensive Human Resource Development plan. This plan covers all aspects of human resource 
management, with particular focus on ensuring that the Sagicor Group is adequately served by a well-trained, highly 
motivated Executive and Staff, who are committed to the proper execution of the long-term vision of the Sagicor 
Group. Successful execution of these projects will enhance our infrastructure as we continue to expand.

Finally, we are confi dent that with our solid fi nancial condition and our operating capabilities, Sagicor is well placed 
to compete successfully in the international fi nancial services market, and we are fully confi dent in our future. 

I would like to thank our Customers, the Board of Directors, Management, Staff and Advisors for their contribution 
to what has been, indeed, another successful year for the Sagicor Group.

Dodridge D Miller
President and Chief Executive Offi cer

41

INDEPENDENT AUDITORS’ REPORT

To the Shareholders of
Sagicor Financial Corporation

We have audited the accompanying consolidated fi nancial statements of Sagicor Financial 
Corporation set out on pages 46 to 144 which comprise the consolidated balance sheet as of 
December 31, 2006 and the consolidated income statement, consolidated statement of changes 
in equity, and consolidated cash fl ow statement for the year then ended and a summary of 
signifi cant accounting policies and other explanatory notes.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these fi nancial 
statements in accordance with International Financial Reporting Standards.  This 
responsibility includes: designing, implementing and maintaining internal control relevant 
to the preparation and fair presentation of fi nancial statements that are free from material 
misstatement, whether due to fraud or error; selecting and applying appropriate accounting 
policies; and making accounting estimates that are reasonable in the circumstances.

Auditors’ Responsibility

Our responsibility is to express an opinion on these fi nancial statements based on our audit.  
We conducted our audit in accordance with International Standards on Auditing.  Those 
standards require that we comply with ethical requirements and plan and perform the audit 
to obtain reasonable assurance whether the fi nancial statements are free from material 
misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and 
disclosures in the fi nancial statements.  The procedures selected depend on the auditors’ 
judgment, including the assessment of the risks of material misstatement of the fi nancial 
statements, whether due to fraud or error.  In making those risk assessments, the auditors 
consider internal control relevant to the entity’s preparation and fair presentation of 
the fi nancial statements in order to design audit procedures that are appropriate in the 
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the 

…/2

 
Page 2

Independent Auditors’ Report …/cont’d.

entity’s internal control. An audit also includes evaluating the appropriateness of 
accounting policies used and the reasonableness of accounting estimates made by 
management, as well as evaluating the overall presentation of the fi nancial statements.

We believe that the audit evidence we have obtained is suffi cient and appropriate to provide a 
basis for our audit opinion.

Opinion

In our opinion, the consolidated fi nancial statements present fairly, in all material respects, 
the fi nancial position of Sagicor Financial Corporation as of December 31, 2006, and 
its fi nancial performance and its cash fl ows for the year then ended in accordance with 
International Financial Reporting Standards.

PricewaterhouseCoopers
Chartered Accountants

April 4, 2007

Sagicor Financial Corporation

CONSOLIDATED BALANCE SHEET

As of December 31, 2006 

Amounts expressed in Barbados $000 

Notes

2006

2005

ASSETS

Investment property
Property, plant and equipment
Investment in associated companies
Intangible assets
Financial investments
Reinsurance assets 
Income tax assets
Miscellaneous assets and receivables
Cash resources
Total assets

LIABILITIES

Policy liabilities
Actuarial liabilities
Other insurance liabilities 
Investment contract liabilities 

Other liabilities
Senior notes and loans payable
Deposit and security liabilities
Provisions
Income tax liabilities 
Accounts payable and accrued liabilities
Total liabilities

EQUITY

Share capital
Reserves
Retained earnings
Total shareholders’ equity
Participating accounts
Minority interest in subsidiaries
Total equity

7
8 
9 
10
11
12 
13
14
15

16
17
18

19
20
21
22
23

24
25 

26

181,156
161,055
53,671
225,416
5,049,644
643,378
36,665
200,202
175,367
6,726,554

2,747,168
305,402
441,709
3,494,279

321,065
1,490,783
41,130
37,355
257,331
5,641,943

460,470
96,212
271,017
827,699
19,805
237,107
1,084,611

181,586
148,248
49,829
240,187
4,732,847
686,648
35,711
202,888
118,863
6,396,807

2,791,197
283,248
426,161
3,500,606

160,728
1,440,445
37,446
30,958
273,890
5,444,073

458,451
106,526
165,329
730,306
20,920
201,508
952,734

Total equity and liabilities

6,726,554

6,396,807

These financial statements have been approved for issue by the Board of Directors on April 4, 2007.

Director 

Director

46

 
Sagicor Financial Corporation

CONSOLIDATED INCOME STATEMENT

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

Notes

2006

2005

REVENUE

Premium revenue

Reinsurance premium expense

Net premium revenue

Net investment income

Share of operating income of associated companies

Fees and other revenue

Gains arising on business combinations and acquisitions

Total revenue

BENEFITS

Policy benefits and change in actuarial liabilities

Policy benefits and change in actuarial liabilities reinsured

Net policy benefits and change in actuarial liabilities

Interest expense

Total benefits

EXPENSES

Administrative expenses

Commissions and related compensation

Premium taxes

Finance costs

Depreciation and amortisation

Total expenses

INCOME FROM ORDINARY ACTIVITIES

Income taxes

NET INCOME FOR THE YEAR

NET INCOME ATTRIBUTABLE TO:

Shareholders

Participating policyholders

Minority interest

Net income attributable to shareholders - EPS

Basic earnings per common share

Fully diluted earnings per common share

27

27

28

9

29

38

30

30

31

33

35

35

937,406

(182,162)

755,244

471,032

5,455

87,115

-

748,707

(111,689)

637,018

415,415

3,473

76,951

25,115

1,318,846

1,157,972

586,780

(59,395)

527,385

158,739

686,124

250,743

114,132

13,240

18,839

34,700

431,654

201,068

(27,818)

173,250

135,325

(606)

38,531

173,250

498,986

(38,189)

460,797

147,869

608,666

214,544

94,961

15,308

4,426

25,636

354,875

194,431

(24,046)

170,385

121,455

12,013

36,917

170,385

50.8 cents  

50.8 cents  

46.0 cents

46.0 cents

47

 
 
Sagicor Financial Corporation

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

Year ended December 31, 2006

Share
capital
Note 24

Reserves
Note 25

Retained
earnings

Participating
accounts
Note 26

Minority
interest

Total

458,451

106,526

165,329

20,920

201,508

952,734

-
-

-
5,652

-
(3,633)
-
-
2,019

(11,875)
-

(11,875)
-

2,944
-
-
(1,383)
(10,314)

(44)
135,325

135,281

-

-
-
(31,980)
2,387
105,688

2
(606)

(604)
-

-
-
-
(511)
(1,115)

7,920
38,531

46,451
4,123

-
-
(14,482)
(493)
35,599

(3,997)
173,250

169,253
9,775

2,944
(3,633)
(46,462)
-

131,877

Balance, beginning of year as 
restated (note 43)

Net gains/(losses) recognised 
directly in equity
Net income/(loss) for the year
Total recognised gains and 
income for the year
Issue of shares
Value of employee services 
rendered
Purchase of treasury shares
Dividends declared (note 35)
Other movements

Balance, end of year

460,470

96,212

271,017

19,805

237,107

1,084,611

Year ended December 31, 2005

Share
capital
Note 24

Reserves
Note 25

Retained
earnings

Participating
accounts
Note 26

Minority
interest

Total

432,495

167,694

85,705

676

57,918

744,488

-
-

-
25,956
-

-
-
25,956

(63,499)
-

(63,499)
-
-

-

2,331
(61,168)

96
121,455

121,551

-
(31,600)

-
(10,327)
79,624

235
12,013

12,248

-
-

-

7,996
20,244

(23,469)
36,917

13,448
88,200
(9,026)

50,968
-

143,590

(86,637)
170,385

83,748
114,156
(40,626)

50,968
-
208,246

Balance, beginning of year as 
restated (note 43)

Net gains/(losses) recognised 
directly in equity
Net income for the year
Total recognised gains and 
income for the year
Issue of shares
Dividends declared (note 35)
Acquisition of subsidiary and 
insurance business
Other movements

Balance, end of year

458,451

106,526

165,329

20,920

201,508

952,734

48

Sagicor Financial Corporation

CONSOLIDATED CASH FLOW STATEMENT

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

Notes

2006

2005

Cash flows from operating activities
Income from ordinary activities
Adjustments for non-cash items, interest and dividends
Interest and dividends received
Interest paid
Income taxes paid
Changes in operating assets
Changes in operating liabilities
Net cash from operating activities

Cash flows from investing activities

Property, plant and equipment, net
Investment in associated companies, net
Intangible assets, net
Acquisition of subsidiaries and insurance businesses, net of 
cash and cash equivalents
Net cash used in investing activities

Cash flows from financing activities

Purchase of treasury shares
Dividends paid to shareholders
Shares issued to minority interest
Dividends paid to minority interest
Senior notes and loans payable, net
Net cash from financing activities

Effects of exchange rate changes

Net increase in cash and cash equivalents

Cash and cash equivalents, beginning of year

Cash and cash equivalents, end of year

36

36
36

36

36

36

201,068
(211,201)
384,321
(172,731)
(27,048)
(121,042)
125,137
178,504

(22,690)
620
(4,456)

-
(26,526)

(3,633)
(31,594)
3,534
(14,538)
158,299
112,068

194,431
(177,242)
296,905
(151,634)
(29,690)
214,384
(33,210)
313,944

(18,295)
(22,232)
(6,117)

(214,939)
(261,583)

-
(31,435)
5,554
(8,542)
143,994
109,571

(23,676)

(23,198)

240,370
274,342
514,712

138,734
135,608
274,342

49

Sagicor Financial Corporation

INDEX TO THE NOTES TO THE FINANCIAL STATEMENTS

1. 
INCORPORATION AND PRINCIPAL ACTIVITIES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
2.  ACCOUNTING POLICIES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54
3.  CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 76
4.  RISK MANAGEMENT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79
5.  STATUTORY RESTRICTIONS ON ASSETS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85
6.  SEGMENTS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 86
INVESTMENT PROPERTY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87
7. 
8.  PROPERTY, PLANT AND EQUIPMENT  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88
9. 
INVESTMENT IN ASSOCIATED COMPANIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 90
10.  INTANGIBLE ASSETS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91
11.  FINANCIAL INVESTMENTS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 94
12.  REINSURANCE ASSETS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 97
13.  INCOME TAX ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98
14.  MISCELLANEOUS ASSETS AND RECEIVABLES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98
15.  CASH RESOURCES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98
16.  ACTUARIAL LIABILITIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 99
17.  OTHER INSURANCE LIABILITIES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 107
18.  INVESTMENT CONTRACT LIABILITIES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 109
19.  SENIOR NOTES AND LOANS PAYABLE  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 110
20.  DEPOSIT AND SECURITY LIABILITIES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 111
21.  PROVISIONS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112
22.  INCOME TAX LIABILITIES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112
23.  ACCOUNTS PAYABLE AND ACCRUED LIABILITIES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 113
24.  SHARE CAPITAL. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 113
25.  RESERVES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 114
26.  PARTICIPATING ACCOUNTS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 115
27.  PREMIUM REVENUE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 116
28.  NET INVESTMENT INCOME  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 116
29.  FEES AND OTHER REVENUE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  117
30.  POLICY BENEFITS AND CHANGE IN ACTUARIAL LIABILITIES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  117
31.  INTEREST EXPENSE  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  117
32.  EMPLOYEE BENEFITS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 118
33.  INCOME TAXES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 124
34.  DEFERRED INCOME TAXES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125
35.  EARNINGS AND DIVIDENDS PER COMMON SHARE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 126
36.  CASH FLOWS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 127
37.  ASSETS AND LIABILITIES BY CURRENCY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 129
38.  ACQUISITIONS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 131
39.  COMMITMENTS  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138
40.  CONTINGENT LIABILITIES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 139
41.  ASSETS UNDER ADMINISTRATION  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 140
42.  RELATED PARTY TRANSACTIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 140
43.  RESTATEMENT AND RECLASSIFICATION  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 142

50

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

1. 

INCORPORATION AND PRINCIPAL ACTIVITIES
Sagicor Financial Corporation was incorporated on December 6, 2002 under the Companies Act of Barbados as a 
public limited liability holding company. On December 6, 2002, Sagicor Life Inc was formed following its conversion 
from  The  Barbados  Mutual  Life  Assurance  Society  (The  Society).  On  December  30,  2002,  Sagicor  Financial 
Corporation allotted common shares to the eligible policyholders of The Society and became the holding company 
of Sagicor Life Inc.

The principal activities of the Sagicor Group are as follows:

(cid:129) 
Insurance
(cid:129)  Annuities
(cid:129)  Pensions
(cid:129)  Pension fund management
(cid:129)  Mutual fund management
(cid:129)  Corporate trust services
(cid:129)  Securities dealing
(cid:129)  Currency dealing
(cid:129)  Merchant banking
(cid:129)  Loan finance and deposit taking

The Group operates across the Caribbean and in the United States of America (USA).

The table below identifies the principal operating subsidiaries in the Group, their principal activities, their country of 
incorporation and the effective equity interest held by the shareholders of Sagicor.

Subsidiary Companies

Principal Activities

Sagicor Life Inc

Life of Jamaica Limited 

Life and health insurance, 
annuities and pension 
administration services
Life and health insurance and 
annuities 

Sagicor Life Insurance Company ( formerly 
American Founders Life Insurance Company) (2) Life insurance and annuities
Life and health insurance, 
annuities and pension 
administration services

Sagicor Capital Life Insurance Company Limited

Country of 
Incorporation

Effective
Shareholders’
Interest

Barbados

100%

Jamaica

 60% (1)

Texas, USA

100%

The Bahamas

100%

Capital Life Insurance Company Bahamas 
Limited
Capital de Seguros, SA

Life insurance

The Bahamas

Life and health insurance

Nationwide Insurance Company Limited

Life insurance

Panama
Trinidad & 
Tobago

100%

100%

100%

51

 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

1. 

INCORPORATION AND PRINCIPAL ACTIVITIES (continued)

Subsidiary Companies

Principal Activities

Sagicor Life of the Cayman Islands Limited 

Life insurance

Laurel Life Insurance Company (2)
Sagicor Allnation Insurance Company 
Sagicor General Insurance Inc 

Life insurance
Health insurance
Property and casualty insurance

Sagicor Re Insurance Limited 

Property and casualty insurance

Country of 
Incorporation

The Cayman 
Islands
Texas, USA
Delaware, USA
Barbados
The Cayman 
Islands

Sagicor General Insurance (Cayman) Limited 
(formerly Cayman General Insurance Company 
Limited) (3)
LOJ Pooled Investment Funds Limited
Employee Benefits Administrator Limited

Pan Caribbean Financial Services Limited (5)

Pan Caribbean Merchant Bank Limited (5)
Pan Caribbean Asset Management Limited (5)
Manufacturers Investments Limited (5)

Globe Finance Inc

The Mutual Finance Inc

Sagicor Asset Management Inc
LOJ Property Management Limited
Sagicor  Insurance  Managers  Limited  (formerly 
Cayman  National  Insurance  Managers  Limited) 
(3)

Property, casualty and health 
insurance

The Cayman 
Islands

Pension fund management
Pension administration services
Development banking and 
investment management 
Merchant banking
Investment management
Investment management

Loan and lease financing, and 
deposit taking
Loan and lease financing, and 
deposit taking
Investment management
Property management

Jamaica
Jamaica

Jamaica

Jamaica
Jamaica
Jamaica
Trinidad & 
Tobago

St. Lucia

Barbados
Jamaica

Captive  insurance  management 
services

The Cayman 
Islands

Sagicor Merchant Limited (7)

Investment management

Effective
Shareholders’
Interest

 60% (1)

100%
100%
 53%

 60% (1)

 31%

 60% (1)
 60% (4) 

 65% (6)

 65% (6)
 65% (6)
 65% (6)

 100%

 70%

100%
60% (1)

31%

Barbados

 51%

Sagicor International Management Services, Inc

Management  and  business 
development services

Florida, USA

100%

Sagicor Finance Limited (8)

Group financing vehicle

LOJ Holdings Limited
Sagicor USA Inc

The Mutual Financial Services Inc

Sagicor Funds Incorporated
LTE Limited (9)

52

Insurance holding company
Insurance holding company
Financial 
company
Mutual fund holding company
Holding company

services 

holding 

The Cayman 
Islands
Jamaica
Delaware, USA

Barbados

Barbados
Barbados

100%

100%
100%

73%

100%
100%

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

1. 

INCORPORATION AND PRINCIPAL ACTIVITIES (continued)

(1)  An equity interest of 78% until April 1, 2005.
(2)  Acquired September 30, 2005.
(3)  Acquired  by  Life  of  Jamaica  Limited  on  November  30,  2005.  Through  control  of  Life  of  Jamaica  Limited,  the 

Group has a 51% voting interest in the subsidiary.

(4)  An equity interest of 39% until April 1, 2005.
(5)  Acquired January 7, 2005.
(6)  An  equity  interest  of  38%  from  January  7,  2005  to  May  5,  2005.  Between  May  6  and  September  1,  interests 
totalling 28% were acquired. Through control of Life of Jamaica Limited, the Group held a 49% voting interest 
from January 7 to May 5, which increased to 87% effective September 1.
Incorporated on August 11, 2005 and commenced trading October 13, 2005.
Incorporated March 30, 2006.
Incorporated  as  a  special  purpose  vehicle  to  temporarily  hold  the  Company’s  direct  34%  interest  in  Pan 
Caribbean Financial Services Limited.

(7) 
(8) 
(9) 

The associated companies of the Group are as follows:

Associated Companies

Principal Activities

Country of 
Incorporation

Effective
Shareholders’
Interest

RGM Limited

Property ownership and management

FamGuard Corporation Limited (10)
Family Guardian Insurance Company 
Limited (10)
Family Guardian General Insurance 
Agency Limited (10)
BahamaHealth Insurance Brokers and 
Benefit Consultants Limited (10)

(10)  Acquired December 28, 2005.

Trinidad & 
Tobago
Bahamas

Bahamas

Investment holding company 
Life and health insurance and 
annuities

General insurance brokerage 

Bahamas

Insurance brokers and benefit 
consultants

Bahamas

33%

20%

20%

20%

20%

For ease of reference, when the term “insurer” is used in the following notes, it refers to either one or more Group 
subsidiaries that engage in insurance.

53

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES

The principal accounting policies adopted in the preparation of these consolidated financial statements are set out 
below. These policies have been consistently applied to the years presented, unless otherwise stated.

2.1  Basis of preparation

These  consolidated  financial  statements  are  prepared  in  accordance  with  and  comply  with  International 
Financial Reporting Standards (IFRS).

The  Group  had  adopted  accounting  policies  for  the  computation  of  actuarial  liabilities  on  life  insurance  and 
annuity contracts which comply with the Canadian Asset Liability Method (CALM). As no specific guidance is 
provided  by  IFRS  for  computing  actuarial  liabilities,  management  has  judged  that  CALM  should  continue  to 
be applied. The adoption of IFRS 4 – insurance contracts, permits the Group to continue with this accounting 
policy, with the modification required by IFRS 4 that rights under reinsurance contracts are measured separately. 
The consolidated financial statements are prepared under the historical cost convention except as modified by 
the revaluation of investment property, owner-occupied property, available for sale investment securities and 
financial assets held at fair value through income.

The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting 
estimates.  It  also  requires  management  to  exercise  its  judgement  in  the  process  of  applying  the  Company’s 
accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions 
and estimates are significant to the consolidated financial statements, are disclosed in Note 3.

All amounts in these financial statements are shown in thousands of Barbados dollars, unless otherwise stated. 
Where  necessary,  comparative  figures  have  been  reclassified  to  conform  to  changes  in  presentation  in  the 
current year.

(a)  Changes in IFRS

New  and  revised  IFRSs  and  revised  International  Accounting  Standards  (IASs)  are  effective  from  the  2006 
reporting year.

A new standard which is effective for accounting periods beginning on January 1, 2006 has been introduced 
and is as follows:

IFRS 6  Exploration for and Evaluation of Mineral Resources.

54

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.1  Basis of preparation (continued)

The  standards  which  have  amendments  effective  for  accounting  periods  beginning  January  1,  2006  are  as 
follows:

IFRS 1  First-time Adoption of International Financial Reporting Standards
IFRS 4  Insurance Contracts
IAS 21  The Effects of Changes in Foreign Exchange Rates
IAS 39  Financial Instruments: Recognition and Measurement

None  of  the  above  changes  have  a  significant  effect  on  the  presentation,  disclosure  or  accounting  in  the 
Group’s financial statements.

(b)  Prior period adjustments

Prior  period  adjustments  have  been  made  in  respect  of  intangible  assets,  policy  liabilities,  participating 
accounts and gains arising on business combinations. These changes are summarised in note 43.

2.2  Basis of consolidation

(a)  Subsidiaries

Subsidiaries  are  entities  over  which  the  Group  has  the  power  to  govern  the  financial  and  operating  policies 
generally accompanying a majority voting interest. Subsidiaries are consolidated from the date on which control 
is transferred to the Group, and are de-consolidated from the date on which control ceases.

All material intra-group balances, transactions and gains are eliminated on consolidation. Accounting policies 
of subsidiaries have been changed where necessary to ensure consistency with the accounting policies adopted 
by the Group.

Minority interest balances represent the interest of minority shareholders in subsidiaries not wholly owned by 
the Group.

The  Group  uses  the  purchase  method  of  accounting  for  the  acquisitions  of  subsidiaries  and  insurance 
businesses.  The  cost  of  an  acquisition  is  measured  as  the  fair  value  of  the  assets  given,  equity  instruments 
issued and liabilities incurred or assumed at the date of exchange, plus costs attributable to the acquisition. 
Identifiable  assets  acquired  and  liabilities  and  contingent  liabilities  assumed  in  a  business  combination  are 
measured initially at their fair values at the acquisition date irrespective of the extent of any minority interest. 
The  excess  of  the  cost  of  acquisition  over  the  fair  value  of  the  Group’s  share  of  the  net  assets  acquired  is 
recorded as goodwill. If, after reassessment of the net assets acquired, the cost of the acquisition is less than 
the Group’s share of net assets acquired, the difference is recognised in income.

55

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.2  Basis of consolidation (continued)

(b)  Investment in associated companies

The investments in associated companies, which are not majority owned or controlled but where significant 
influence exists, are included in these consolidated financial statements under the equity method of accounting. 
Investments in associated companies are originally recorded at cost and include intangible assets identified on 
acquisition.

Accounting policies of associates have been changed where necessary to ensure consistency with the accounting 
policies adopted by the Group.

The Group recognises in income its share of associated companies’ post acquisition income and its share of 
the amortisation and impairment of intangible assets which were identified on acquisition. Unrealised gains or 
losses on transactions between the Group and its associates are eliminated to the extent of the Group’s interest 
in the associates.

The Group recognises in equity its share of associated companies reserve movements.

(c) 

Joint Ventures

Interests in the assets, liabilities and earnings of jointly controlled ventures are included in these consolidated 
financial  statements  using  the  proportionate  consolidation  method,  eliminating  all  material  related  party 
balances.

(d)  Divestitures

Realised  gains  on  the  disposal  of  subsidiaries,  operations,  associates  and  joint  ventures  are  included  in 
revenue.

(e)  Pension and investment funds

Insurers  have  issued  deposit  administration  and  unit  linked  contracts  in  which  the  full  return  of  the  assets 
supporting these contracts accrue directly to the contract-holders. As these contracts are not operated under 
separate legal trusts, they have been consolidated in these financial statements.

The  Group  manages  a  number  of  segregated  pension  funds  and  mutual  funds.  These  funds  are  segregated 
and investment returns on these funds accrue directly to unit-holders. Consequently the assets, liabilities and 
activity of these funds are not included in these consolidated financial statements.

56

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.2  Basis of consolidation (continued)

(f)  Employees share ownership plan (ESOP)

The Company has established an ESOP Trust which either acquires Company shares on the open market, or is 
allotted new shares by the Company. The Trust holds the shares on behalf of employees until the employees’ 
retirement  or  termination  from  the  Group.  Until  distribution  to  employees,  shares  held  by  the  Trust  are 
accounted  for  as  treasury  shares.  Dividends  accruing  to  the  Trust  are  used  to  acquire  additional  Company 
shares on the open market.

2.3  Foreign currency translation

(a)  Functional and presentational currency

Items included in the financial statements of each consolidated entity of the Group are measured using the 
currency  of  the  primary  economic  environment  in  which  the  entity  operates  (the  functional  currency).  The 
consolidated  financial  statements  are  presented  in  thousands  of  Barbados  dollars,  which  is  the  Group’s 
presentational currency.

(b)  Group Entities

The  results  and  financial  position  of  all  Group  entities  that  have  a  functional  currency  other  than  the 
presentational currency are translated into the presentational currency as follows:

(i) 

Income statements, movements in equity and cash flows are translated at average exchange rates for the 
year.

(ii)  Balance sheets are translated at the exchange rates ruling on December 31.
(iii)  Resulting exchange differences are recognised in the equity reserve for currency translation.

Currency exchange rates are determined by reference to the respective central banks. Currencies which are fixed 
to the United States dollar are converted into Barbados dollars at the equivalent fixed rates. Currencies which 
float are converted to the Barbados dollar by reference to the average of buying and selling rates quoted by the 
respective central banks.

57

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.3  Foreign currency translation (continued)

Exchange rates of the other principal operating currencies to the Barbados dollar were as follows:

December 2006
closing rate

2006
average rate

December 2005
closing rate

2005 
 average rate

Bahamas dollar

Belize dollar

Cayman Islands dollar

Eastern Caribbean dollar

Jamaica dollar

Netherlands Antillean guilder

Trinidad & Tobago dollar

United States dollar

0.50

1.00

 0.4175

1.35

33.4741

0.90

3.1473

0.50

0.50

1.00

 0.4175

1.35

32.8257

0.90

3.1450

0.50

0.50

1.00

 0.4175

1.35

 32.1903

0.90

 3.1493

0.50

0.50

1.00

 0.4175

1.35

 31.1218

0.90

 3.1332

0.50

On consolidation, exchange differences arising from the translation of the net investment in foreign entities are 
taken to the equity reserve for currency translation. When a foreign entity is sold, such exchange differences are 
recognised in the consolidated income statement as part of the gain or loss on sale.

Goodwill and other purchase accounting adjustments arising on the acquisition of a foreign entity are treated 
as assets and liabilities of the foreign entity and are translated at the rate ruling on December 31.

(c)  Transactions and balances

Foreign currency transactions are translated into the functional currency at the exchange rates prevailing at the 
dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions 
and from the translation of monetary assets and liabilities denominated in foreign currencies, are recognised 
in the income statement.

Translation  differences  on  debt  securities  and  other  monetary  financial  assets  measured  at  fair  value  are 
included in foreign exchange gains and losses. Translation differences on non-monetary items such as equities 
held at fair value through income are reported as part of the fair value gain or loss.

Translation differences on non-monetary items such as equities held available for sale are included in the fair 
value reserve in equity.

58

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.4  Segment reporting

The Group’s primary segments are geographic and the secondary segments are defined by business activity.

Geographical segments are determined by the location of the subsidiary or branch initiating the business. This 
segmentation is not materially different from the segmentation by location of the customers.

The  Group’s  business  segments  reflect  how  the  Group’s  operations  are  managed  within  geographical 
segments.

Certain  balances  can  be  clearly  allocated  to  geographical  segments,  but  not  to  business  segments.  These 
include certain associated company, income tax, and pension plan balances which relate to specific geographical 
segments,  but  are  attributable  to  more  than  one  business  segment.  In  such  instances,  these  balances  are 
allocated to their geographic segments, but are not allocated by business segment.

Other  balances  not  allocated  to  segments  mainly  comprise  borrowings  and  finance  costs  related  to  Group 
expansion and other corporate activities.

2.5 

Investment property

Investment  property  is  recorded  initially  at  cost.  At  subsequent  balance  sheet  dates,  investment  property  is 
recorded at fair values determined by independent valuers, with the appreciation or depreciation in value being 
taken to investment income. Investment property includes property held under partnership and joint venture 
arrangements with third parties. These are accounted for under the proportionate consolidation method.

Transfers to or from investment property are recorded when there is a change in use of the property. Transfers 
to owner-occupied property or to real estate developed for resale are recorded at the fair value at the date of 
change in use. Transfers from owner-occupied property are recorded at their fair value and any difference with 
carrying value at the date of change in use is dealt with in accordance with note 2.6.

Investment  property  may  include  property  of  which  a  portion  is  held  for  rental  to  third  parties  and  another 
portion  is  occupied  by  the  Group  for  administrative  purposes.  This  type  of  property  is  accounted  for  as  an 
investment  property  if  the  Group’s  occupancy  level  is  25%  or  less  of  the  total  available  occupancy.  In  other 
instances, this type of property is accounted for as an owner-occupied property.

Rental income is recognised on an accruals basis.

59

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.6  Property, plant and equipment

Property, plant and equipment are recorded initially at cost.

Owner-occupied property is re-valued at least every three years to its fair value as determined by independent 
valuers. Movements in fair value are taken to the fair value reserve in equity, unless there is a net depreciation 
in  respect  of  an  individual  property,  which  is  then  recorded  in  the  income  statement.  Any  accumulated 
depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset. On disposal 
of  owner-occupied  property,  the  amount  included  in  the  reserve  is  transferred  to  retained  earnings.  Owner-
occupied property includes property held under partnership and joint venture arrangements with third parties. 
These are accounted for under the proportionate consolidation method.

Subsequent expenditure is capitalised when it will result in future economic benefits to the Group.

Any gain or loss on disposal included in income is determined by comparing proceeds to the asset’s carrying 
value at the time of disposal.

The Group, as lessor, enters into operating leases with third parties to lease assets. Operating leases are leases 
in which the Group maintains substantially the risks of ownership and the associated assets are recorded as 
property, plant and equipment. Income from operating leases is recognised on the straight-line basis over the 
term of the lease.

Depreciation is calculated on the straight-line method to write down the cost of assets to their residual values 
over  their  estimated  useful  lives.  The  carrying  amount  of  an  asset  is  written  down  immediately  through  the 
depreciation account if the carrying amount is greater than its estimated recoverable amount.

The estimated useful lives of property, plant and equipment are as follows:

Asset
Buildings
Furnishings and leasehold improvements
Computer and office equipment
Vehicles
Leased equipment and vehicles

Estimated useful life
40 to 50 years
10 years or lease term
3 to 10 years
4 to 5 years
5 to 6 years 

60

 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.7 

Intangible assets

(a)  Goodwill

Goodwill (defined in note 2.2(a)) arising from an acquisition of a subsidiary or insurance business is allocated 
to  appropriate  cash  generating  units.  A  cash  generating  unit  is  not  larger  than  a  subsidiary’s  operations  in 
a  geographical  segment  or  in  a  business  segment.  Goodwill  arising  from  an  investment  in  an  associate  is 
included in the carrying value of the investment in associated companies.

Goodwill is tested annually for impairment and is carried at cost less accumulated impairment.

(b)  Other intangible assets

Other intangible assets identified on acquisitions are recognised only if future economic benefits attributable 
to the asset will flow to the Group and if the fair value of the asset can be measured reliably. In addition for the 
purposes of recognition, the intangible asset must be separable from the business being acquired or must arise 
from contractual or legal rights. Intangible assets acquired in a business combination are initially recognised 
at their fair value.

Other intangible assets, which have been acquired directly, are recorded initially at cost.

On acquisition the useful life of the asset is estimated. If the estimated useful life is definite, then the cost of the 
asset is amortised over its life, and is tested for impairment when there is evidence of same. If the estimated 
useful life is indefinite, the asset is tested annually for impairment. The estimated useful lives of recognised 
intangible assets are as follows:

Asset
Customer relationships and contracts
Trade names
Software

Estimated useful life
4 – 20 years
4 years, indefinite
2 – 10 years

61

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.8  Financial assets

(a)  Classification

The Group classifies its financial assets into four categories:

(cid:129) 
(cid:129) 
(cid:129) 
(cid:129) 

held to maturity financial assets;
available for sale financial assets;
financial assets at fair value through income;
loans and receivables.

Management determines the appropriate classification of these assets at initial recognition.

Financial  assets  with  fixed  maturities  and  for  which  management  has  both  the  intent  and  ability  to  hold  to 
maturity are classified as held to maturity.

Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an active 
market.

Financial  assets  in  the  category  at  fair  value  through  income  include  held  for  trading  securities.  An  asset  is 
classified as held for trading at inception if acquired principally for the purpose of selling in the short-term or 
if it forms part of a portfolio of financial assets in which there is evidence of short-term profit taking. Financial 
assets at fair value through income include investments held to back certain deposit administration and unit 
linked policy contracts where the full return on the asset accrues to the contract-holder.

Other financial assets are classified as available for sale.

(b)  Recognition and measurement

Purchases  and  sales  of  these  investments  are  recognised  on  the  trade  date.  Cost  of  purchases  includes 
transaction costs. Interest income arising on investments is accrued using the effective yield method. Dividends 
are recorded in revenue when due.

Held to maturity assets, loans and receivables are carried at amortised cost less provision for impairment.

Financial assets in the category at fair value through income are measured initially at cost and are subsequently 
re-measured at their fair value based on quoted prices or internal valuation techniques. Realised and unrealised 
gains and losses are recorded as investment income.

Financial assets in the available for sale category are measured initially at cost and are subsequently re-measured 
at their fair value based on quoted prices or internal valuation techniques. Unrealised gains and losses, net of 
deferred income taxes, are recorded in the fair value reserve. Either on the disposal of the asset or if the asset is 
determined to be impaired, the previously recorded unrealised gain or loss is transferred to investment income. 
Discounts and premiums on available for sale securities are amortised using the effective yield method.

62

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.8  Financial assets (continued)

A  financial  asset  is  considered  impaired  if  its  carrying  amount  exceeds  its  estimated  recoverable  amount. 
The impairment loss for assets carried at amortised cost is calculated as the difference between the carrying 
amount  and  the  present  value  of  expected  cash  flows  discounted  at  the  original  effective  interest  rate.  The 
recoverable amount for assets carried at fair value is the present value of expected future cash flows discounted 
at the current market interest rate for a similar financial asset.

If  in  a  subsequent  period,  the  amount  of  the  impairment  loss  decreases  and  the  decrease  can  be  related 
objectively to an event occurring after the impairment was recognised, the previously recognised impairment 
loss is reversed, and the amount of the reversal is recognised in revenue.

(c)  Securities purchased under agreements to resell

Securities  purchased  under  agreements  to  resell  are  treated  as  collateralised  financing  transactions.  The 
difference  between  the  purchase  and  resale  price  is  treated  as  interest  and  is  accrued  over  the  life  of  the 
agreements using the effective yield method.

(d)  Finance leases

The Group, as lessor, enters into finance leases with third parties to lease assets. Finance leases are leases in 
which the Group has transferred substantially the risks of ownership to the lessee. The finance lease, net of 
unearned finance income, is recorded as a receivable and the finance income is recognised over the term of the 
lease using the effective yield method.

(e)  Derivative financial instruments

The Group holds certain bonds and preferred equity securities that contain options to convert into common 
shares of the issuer. These options are considered embedded derivatives.

If  the  measurement  of  an  embedded  derivative  can  be  separated  from  its  host  contract,  the  embedded 
derivative is carried at current market value and is presented with its related host contract. Unrealised gains 
and losses are recorded as investment income.

If the measurement of an embedded derivative cannot be separated from its host contract, the full contract is 
accounted for as a financial asset at fair value through income.

63

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.8  Financial assets (continued)

(f)  Financial assets held in trust under modified coinsurance arrangements

These assets are held in trust for a reinsurer and are in respect of policy liabilities ceded to the reinsurer. The 
assets  are  included  in  the  balance  sheet  along  with  a  corresponding  account  payable  to  the  reinsurer.  No 
income is recorded from these assets in the income statement.

2.9  Real estate developed or held for resale

Lands being made ready for resale along with the cost of infrastructural works are classified as real estate held 
for resale and are valued at the lower of cost and net realisable value.

Real estate acquired through foreclosure is classified as real estate held for resale and is valued at the lower of 
cost and net realisable value.

Gains and losses realised on the sale of real estate are included in revenue at the time of sale.

2.10  Impairment of assets

Assets  that  have  an  indefinite  useful  life  are  not  subject  to  amortisation  and  are  tested  annually  for 
impairment. Assets that are subject to amortisation are reviewed for impairment whenever events or changes 
in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised 
for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount 
is the higher of an asset’s fair value less costs to sell and its value in use.

2.11  Cash and cash equivalents

For the purposes of the cash flow statement, cash and cash equivalents comprise cash on hand, call deposits, 
other  liquid  balances  with  original  maturities  of  ninety  days  or  less,  and  bank  overdrafts.  Cash  and  cash 
equivalents do not include balances held to meet statutory requirements.

2.12  Policy contracts

(a)  Classification

The Group issues policy contracts that transfer insurance risk and / or financial risk from the policyholder.

The Group defines insurance risk as an insured event that could cause an insurer to pay significant additional 
benefits in a scenario that has a discernable effect on the economics of the transaction.

Insurance contracts transfer insurance risk and may also transfer financial risk. Investment contracts transfer 
financial risk and no insurance risk. Financial risk includes credit risk, interest rate risk and fair value risk.

A reinsurance contract is an insurance contract in which an insurance entity cedes assumed risks to another 
insurance entity.

64

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.12  Policy contracts (continued)

A  number  of  insurance  contracts  contain  a  discretionary  participation  feature.  A  discretionary  participation 
feature entitles the holder to receive, supplementary to the main benefit, additional benefits or bonuses:

(cid:129) 
that are likely to be a significant portion of the total contractual benefits;
(cid:129)  whose amount or timing is contractually at the discretion of management; and
(cid:129) 

that are contractually based on
o 
o 
o 

the performance of a specified pool of contracts;
investment returns on a specified pool of assets held by the insurer; or
the profit or loss of a fund or insurer issuing the contract.

Policy bonuses and policy dividends constitute discretionary participation features which the Group classifies 
as liabilities.

Residual  gains  in  the  participating  accounts  constitute  discretionary  participation  features  which  the  Group 
classifies as equity.

(b)  Recognition and measurement

Policy contracts issued by the Group are summarised below.

(i)  Property and casualty insurance contracts

Property  and  casualty  insurance  contracts  are  generally  one  year  renewable  contracts  issued  by  the  insurer 
covering insurance risks over property, motor, accident and marine.

Property  insurance  contracts  provide  coverage  for  the  risk  of  property  damage  or  of  loss  of  property.  For 
commercial policyholders insurance may include coverage for loss of earnings arising from the inability to use 
property which has been damaged or lost.

Casualty insurance contracts provide coverage for the risk of causing physical harm to third parties. Personal 
accident, employers’ liability and public liability are common types of casualty insurance.

Premium revenue is recognised as earned on a pro-rated basis over the term of the respective policy coverage. 
The  provision  for  unearned  premiums  represents  the  portion  of  premiums  written  relating  to  the  unexpired 
terms of coverage.

Claims and loss adjustment expenses are recorded as incurred. Claim reserves represent estimates of future 
payments  of  reported  and  unreported  claims  and  related  expenses  with  respect  to  insured  events  that  have 
occurred  up  to  balance  sheet  date.  Reserving  involves  uncertainty  and  the  use  of  informed  estimates  and 
judgements. The claim reserve is included in other insurance liabilities.

65

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.12  Policy contracts (continued)

An insurer may obtain reinsurance coverage for its property and casualty insurance risks. The reinsurance ceded 
premium is expensed on a pro-rata basis over the term of the respective policy coverage or of the reinsurance 
contract as appropriate. Reinsurance claim recoveries are established at the time of the recording of the claim 
liability. Profit sharing commission due to the Group is recognised only when there is reasonable certainty of 
collectibility, at which time it is recorded as commission income.

Commissions and premium taxes payable are recognised on the same basis as premiums earned. At balance 
sheet  date,  commissions  and  premium  taxes  arising  on  unearned  premiums  are  included  in  miscellaneous 
assets and receivables.

(ii)  Health insurance contracts

Health insurance contracts are generally one year renewable contracts issued by the insurer covering insurance 
risks for medical expenses of insured persons.

Premium  revenue  is  recognised  when  due  for  contracts  where  the  premium  is  billed  monthly.  For  contracts 
where  the  premium  is  billed  annually  or  semi-annually,  premium  revenue  is  recognised  as  earned  on  a  pro-
rated basis over the term of the respective policy coverage. The provision for unearned premiums represents 
the portion of premiums written relating to the unexpired terms of coverage.

Claims are recorded on settlement. Reserves are recorded as described in note 2.13.

An insurer may obtain reinsurance coverage for its health insurance risks. The reinsurance premium is expensed 
over the coverage period of respective policies. Reinsurance claims recoveries are established at the time of 
claim settlement.

Commissions and premium taxes payable are recognised on the same basis as earned premiums.

(iii)  Long-term traditional insurance contracts

Long-term traditional insurance contracts are generally issued for fixed terms of five years or more, or for the 
remaining life of the insured. Benefits are typically a death or critical illness benefit, a cash value on termination 
and/or a monthly annuity. Annuities are generally payable until the death of the beneficiaries with a proviso for 
a minimum number of payments. Some of these contracts have a discretionary participation feature in the form 
of regular bonuses or dividends. Other benefits such as disability or waiver of premium on disability may also 
be included in these contracts. Some contracts may allow for the advance of policy loans to the policyholder 
and may also allow for dividend withdrawals by the policyholder during the life of the contract.

Premium revenue is recognised when due. Typically, premiums are fixed and are required to be paid within the 
due period for payment. If premiums are unpaid, either the contract may terminate or an automatic premium 
loan may settle the premium or the contract may continue at a reduced value.

66

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.12  Policy contracts (continued)

Policy benefits are recognised on notification of death, receipt of surrender request, on the maturity date of 
endowment policies, on the declaration of a cash bonus or dividend or on the annuity payment date. Policy loans 
advanced are recorded as loans and receivables in the balance sheet and are secured by the cash values of the 
respective policies. Policy bonuses may be “non-cash” and utilised to purchase additional amounts of insurance 
coverage. Accumulated cash bonuses and dividends are recorded as interest bearing policy balances.

Reserves for future policy liabilities are recorded as described in note 2.13.

An insurer may obtain reinsurance coverage for death benefit insurance risks. Typically, coverage is obtained 
for  individual  coverage  exceeding  prescribed  limits.  The  reinsurance  premium  is  expensed  when  due,  which 
generally coincides with when the policy premium is due. Reinsurance claims recoveries are established at the 
time of claim notification.

Commissions and premium taxes payable are recognised on the same basis as earned premiums.

(iv)  Long-term universal life and unit linked insurance contracts

Universal life and unit linked insurance contracts are generally issued for fixed terms or for the remaining life of 
the insured. Benefits are typically a death or critical illness benefit, a cash value on termination and/or a monthly 
annuity.  Annuities  are  generally  payable  until  the  death  of  the  beneficiaries  with  a  proviso  for  a  minimum 
number of payments. Benefits may include amounts for disability or waiver of premium on disability.

Universal  life  and  unit  linked  contracts  have  either  an  interest  bearing  investment  account  or  unit  linked 
investment  accounts.  Either  gross  premiums  or  gross  premiums  net  of  allowances  are  deposited  to  the 
investment accounts. Investment returns are credited to the investment accounts and expenses, not included 
in the aforementioned allowances, are debited to the investment accounts. Allowances and expense charges 
are in respect of applicable commissions, cost of insurance, administrative expenses and premium taxes. Fund 
withdrawals may be permitted.

Premium  revenue  is  recognised  when  received  and  consists  of  all  monies  received  from  the  policyholders. 
Typically,  premiums  are  fixed  at  the  inception  of  the  contract  or  periodically  thereafter  but  additional  non-
recurring premiums may be paid.

Policy  benefits  are  recognised  on  notification  of  death,  receipt  of  a  withdrawal  request  or  on  the  annuity 
payment date. Reserves for future policy liabilities are recorded as described in note 2.13.

An insurer may obtain reinsurance coverage for death benefit insurance risks. Typically, coverage is obtained for 
individual coverage exceeding prescribed limits. The reinsurance premium is expensed when due. Reinsurance 
claims recoveries are established at the time of claim notification.

Commissions and premium taxes payable are generally recognised only on settlement of premiums.

67

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.12  Policy contracts (continued)

(v)  Reinsurance contracts assumed

Reinsurance contracts assumed by an insurer are accounted for in a similar manner as if the insurer has issued 
the risk.

Reinsurance contracts assumed include blocks of life and annuity policies assumed from third party insurers. 
In some instances, the Group also administers these policies.

(vi)  Reinsurance contracts held

As noted in sections (i) to (iv) above, an insurer may obtain reinsurance coverage for insurance risks underwritten. 
The Group cedes insurance premiums and risk in the normal course of business in order to limit the potential 
for losses arising from its exposures. Reinsurance does not relieve the originating insurer of its liability.

Policy liabilities include blocks of life and annuity policies ceded to reinsurers on coinsurance or modified coinsurance 
bases. The Group records as a receivable the reinsurer’s share of the insurer’s liabilities on these policies.

The benefits to which an insurer is entitled under its reinsurance contracts held are recognised as reinsurance 
assets or receivables. Reinsurance assets and receivables are assessed for impairment. If there is evidence that 
the asset or receivable is impaired, the impairment is recorded in the statement of income. The obligations of 
an insurer under reinsurance contracts held are recognised as reinsurance liabilities or payables.

Reinsurance balances are measured consistently with the insurance liabilities to which they relate.

(vii) Deposit administration and other investment contracts

Deposit  administration  contracts  are  issued  by  an  insurer  to  registered  pension  schemes  which  deposit  the 
pension  plan  assets  with  the  insurer.  The  insurer  is  obligated  to  provide  investment  returns  to  the  pension 
scheme in the form of interest or in direct proportion to the investment returns on specified blocks of assets.

Deposit administration contributions are recorded directly as liabilities. Withdrawals are deducted directly from 
the liability.

The interest or investment return provided is recorded as an interest expense.

In addition, the Group may provide pension administration services to the pension schemes. The Group earns 
fee income for both pension administration and investment services.

Interest guarantees which may adversely affect the Group are recorded in actuarial liabilities.

Other investment contracts are valued at amortised cost and are otherwise accounted in a manner similar to 
deposit administration contracts.

68

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.12  Policy contracts (continued)

(c)  Embedded derivatives

Certain insurance contracts contain embedded derivatives which are options whose value may vary in response 
to changes in interest rates or other market variables.

The Group does not separately measure embedded derivatives that are closely related to the host insurance 
contract or that meet the definition of an insurance contract. Options to surrender an insurance contract for a 
fixed amount are also not measured separately. In these cases, the entire contract liability is measured as set 
out in note 2.13.

(d)  Liability adequacy tests

At  balance  sheet  date,  liability  adequacy  tests  are  performed  to  ensure  the  adequacy  of  insurance  contract 
liabilities, using current estimates of the related expected future cash flows. If a test indicates that the carrying 
value of insurance contract liabilities is inadequate, then the liabilities are adjusted to correct the deficiency. The 
deficiency is included in the income statement under benefits.

2.13  Actuarial liabilities

(a)  Life insurance and annuity contracts

The  Canadian  Asset  Liability  Method  (CALM)  is  used  for  the  determination  of  actuarial  liabilities  of  long-term 
insurance  contracts.  These  liabilities  consist  of  amounts  that,  together  with  future  premiums  and  investment 
income, are required to provide for future policy benefits, expenses and taxes on insurance and annuity contracts.

The process of calculating life insurance and annuity actuarial liabilities for future policy benefits necessarily 
involves the use of estimates concerning such factors as mortality and morbidity rates, future investment yields, 
future  expense  levels  and  persistency,  including  reasonable  margins  for  adverse  deviations.  As  experience 
unfolds,  these  provisions  for  adverse  deviations  will  be  included  in  future  income  to  the  extent  they  are  no 
longer  required  to  cover  adverse  experience.  Assumptions  used  to  project  benefits,  expenses  and  taxes  are 
based on Group and industry experience and are updated annually.

CALM is based on an explicit projection of cash flows using best estimate assumptions for each material cash 
flow item and contingency. Investment returns are based on projected investment income using the current 
asset portfolios and projected re-investment strategies. Each assumption is adjusted by a margin for adverse 
deviation.

Certain  life  insurance  policies  issued  by  the  insurer  contain  equity  linked  policy  side  funds.  The  investment 
returns  on  these  unitised  funds  accrue  directly  to  the  policies  with  the  insurer  assuming  no  credit  risk. 
Investments held in these side funds are accounted for as financial assets at fair value through income and unit 
values of each fund are determined by dividing the value of the assets in the fund at balance sheet date by the 
number of units in the fund. The resulting liability is included in actuarial liabilities.

69

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.13  Actuarial liabilities (continued)

(b)  Health insurance contracts

The actuarial liabilities of health insurance policies are estimated in respect of claims that have been incurred 
but not yet reported and claims that have been reported but not yet paid, due to the time taken to process the 
claim.

2.14  Financial liabilities

During the ordinary course of business, the Group issues investment contracts or otherwise assumes financial 
liabilities that expose the Group to financial risk. The recognition and measurement of the Group’s principal 
types of financial liabilities are disclosed in note 2.12(b) (vii) and in the following paragraphs.

(a)  Securities sold under agreements to repurchase

Securities  sold  under  agreements  to  repurchase  are  treated  as  collateralised  financing  transactions.  The 
difference  between  the  sale  and  repurchase  price  is  treated  as  interest  and  is  accrued  over  the  life  of  the 
agreements using the effective yield method.

(b)  Deposit liabilities

Deposits are recognised initially at fair value and are subsequently stated at amortised cost using the effective 
yield method.

(c)  Borrowings

Borrowings are recognised initially at fair value, being their issue proceeds, net of transaction costs incurred. 
Subsequently,  borrowings  are  stated  at  amortised  cost  and  any  difference  between  net  proceeds  and  the 
redemption value is recognised in the income statement over the period of the borrowings using the investment 
yield method.

Borrowings undertaken for the purposes of Group expansion are classified as notes or loans payable and the 
associated cost is classified as finance cost. Borrowings undertaken for the purposes of providing funds for 
on-lending,  leasing  or  portfolio  investments  are  classified  as  other  funding  instruments  and  are  included  in 
deposit and security liabilities and the associated cost is included in interest expense.

70

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.15  Provisions

Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, if it 
is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the 
amount can be made.

2.16  Interest income and expenses

Interest income and expenses are recognised in the income statement for all interest bearing instruments on 
an accrual basis using the effective yield method based on the actual purchase price. Interest includes coupon 
interest on fixed rate financial instruments and accrued discount and premium on discounted instruments.

2.17  Fees and other revenue

Fees and other revenue are recognised on an accrual basis when the related service has been provided.

2.18  Employee benefits

(a)  Pension benefits

Group  companies  have  various  pension  schemes  in  place  for  their  employees.  Some  schemes  are  defined 
benefit plans and others are defined contribution plans.

The liability in respect of defined benefit plans is the present value of the defined benefit obligation at December 
31  minus  the  fair  value  of  plan  assets,  together  with  adjustments  for  unrecognised  actuarial  gains  or  losses 
and  past  service  costs.  The  defined  benefit  obligation  is  computed  using  the  projected  unit  credit  method. 
The present value of the defined benefit obligation is determined by the estimated future cash outflows using 
appropriate interest rates for the maturity dates and location of the related liability.

Actuarial  gains  and  losses  arising  from  experience  adjustments,  changes  in  actuarial  assumptions,  and 
amendments to pension plans are charged or credited to the income statement over the average service lives of 
the related employees. Past service costs are charged to the income statement on a straight line basis over the 
average period until the benefits become vested. Past service costs are recognised immediately if the benefits 
vest immediately.

For  defined  contribution  plans,  the  Group  pays  contributions  to  the  pension  schemes  on  a  mandatory  or 
contractual  basis.  Once  paid,  the  Group  has  no  further  payment  obligations.  The  regular  contributions 
constitute net periodic costs for the year in which they are due and as such are included in expenses in the 
income statement.

71

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.18  Employee benefits (continued)

(b)  Other retirement benefits

Certain  Group  subsidiaries  provide  supplementary  health,  dental  and  life  insurance  benefits  to  qualifying 
employees upon retirement. The entitlement to these benefits is usually based on the employee remaining in 
service  up  to  retirement  age  and  the  completion  of  a  minimum  service  period.  The  expected  costs  of  these 
benefits  are  accrued  over  the  period  of  employment,  using  an  accounting  methodology  similar  to  that  for 
defined benefit pension plans.

(c)  Profit sharing and bonus plans

The Group recognises a liability and an expense for bonuses and profit sharing, based on various profit and 
other objectives of the Group as a whole or of individual subsidiaries. An accrual is recognised where there are 
contractual obligations or where past practice has created a constructive obligation.

(d)  Equity compensation benefits

The Group has a number of share-based compensation plans in place for administrative, sales and managerial 
staff.

(i)  Equity-settled share-based transactions with staff

The  services  received  in  an  equity-settled  transaction  with  staff  are  measured  at  the  fair  value  of  the  equity 
instruments granted. The fair value of those equity instruments is measured at grant date.

If  the  equity  instruments  granted  vest  immediately  and  the  individual  is  not  required  to  complete  a  further 
period of service before becoming entitled to those instruments, the services received are recognised in full on 
grant date in the income statement for the period, with a corresponding increase in equity.

Where the equity instruments do not vest until the individual has completed a further period of service, the 
services received are accounted for in the income statement during the vesting period, with a corresponding 
increase in the share based payment reserves or in minority interest. Until the instrument vests, the number 
of instruments vesting is re-measured annually and the corresponding change in fair value is adjusted at the 
re-measurement date.

Amounts held in the share based payment reserve are transferred to share capital or minority interest either on 
the distribution of share grants or on the exercise of share options.

72

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.18  Employee benefits (continued)

(ii)  Cash-settled share-based transactions with staff

The  services  received  in  a  cash-settled  transaction  with  staff  and  the  liability  to  pay  for  those  services,  are 
recognised at fair value as the individual renders services. Until the liability is settled, the fair value of the liability 
is re-measured at balance sheet date and at the date of settlement, with any changes in fair value recognised 
in income during that period.

(iii)  Measurement of the fair value of equity instruments granted

The equity instruments granted consist either of grants of, or options to purchase, common shares of listed 
entities within the Group. Common shares granted are measured at the listed price prevailing on the grant date. 
Options granted are measured using standard option pricing valuation models, which incorporate factors and 
assumptions that knowledgeable, willing market participants would consider in setting the price of the equity 
instruments.

(e)  Termination benefits

Termination  benefits  are  payable  whenever  an  employee’s  employment  is  terminated  before  the  normal 
retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits. The 
Group recognises termination benefits when it is demonstrably committed to either terminate the employment 
of  current  employees  according  to  a  detailed  formal  plan  without  the  possibility  of  withdrawal  or  to  provide 
termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more 
than twelve (12) months after the balance sheet date are discounted to present value.

2.19  Taxes

(a)  Premium taxes

Insurers  are  subject  to  tax  on  premium  revenues  generated  in  certain  jurisdictions.  The  principal  rates  of 
premium tax are as follows:

Barbados 
Jamaica
Trinidad and Tobago
United States of America

Life insurance and 
non-registered 
annuities
3% - 5%
3%
Nil
0.75% - 3.5%

Health insurance

Property and 
casualty insurance

3%
Nil
6%
Nil

3% - 5%
Nil
6%
Nil

73

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.19  Taxes (continued)

(b)  Income taxes

The Group is subject to taxes on income in the jurisdictions in which business operations are conducted. Rates 
of taxation in the principal jurisdictions for income year 2006 are as follows:

Life insurance and non-
registered annuities
5% of gross investment 
income
15% of 
investment income
15% of 
investment income
35% of net income

Registered annuities

Other lines of business

Nil

Nil

Nil

25% of net income

33 1/3 % of net income

25% - 35% of net income

35% of net income

35% of net income

Barbados 

Jamaica

Trinidad and Tobago

United States of America

(i)  Current income taxes

Current tax is the expected tax payable on the taxable income for the year, using the tax rates in effect for the 
year. Adjustments to tax payable from prior years are also included in current tax.

(ii)  Deferred income taxes

The Group uses the balance sheet liability method of accounting for deferred income tax. Deferred tax assets 
and  liabilities  resulting  from  temporary  differences  are  computed  at  tax  rates  that  are  expected  to  apply  to 
the period when the asset is realised or the liability settled. Deferred tax assets are only recognised when it is 
probable that taxable profits will be available against which the asset may be utilised. No provision is made 
for deferred taxes which could arise on the remittance of retained earnings from subsidiaries, unless there is a 
current intention to remit such earnings.

2.20  Participating Accounts

(a)  “Closed” participating fund

For participating policies of Sagicor Life Inc in force at de-mutualisation, Sagicor Life Inc established a closed 
participating fund in order to protect the guaranteed benefits and future policy dividends, bonuses and other 
non-guaranteed benefits of the afore-mentioned policies. The rules of this fund require that premiums, benefits, 
actuarial  reserve  movements,  investment  returns,  expenses  and  taxes,  attributable  to  the  said  policies,  are 
recorded in a ‘closed’ participating account. Policy dividends and bonuses of the said policies are paid from 
the participating account on a basis substantially the same as prior to de-mutualisation. The fund also includes 
an ancillary fund comprising the required provisions for adverse deviations as determined in the computation 
of actuarial liabilities of the said policies. Changes in the ancillary fund are not recorded in the participating 
account, but are borne by the general operations of Sagicor Life Inc.

74

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.20  Participating Accounts (continued)

(b)  “Open” participating fund

Sagicor  Life  Inc  also  established  an  open  participating  fund  for  participating  policies  it  issues  after  de-
mutualisation. The rules of this fund require that premiums, benefits, actuarial reserve movements, investment 
returns, expenses and taxes, attributable to the said policies are recorded in an ‘open’ participating account. 
The open participating fund was established at de-mutualisation. In 2003 and 2004, transfers were made from 
retained earnings to the fund as initial seed capital to support the issue of new participating policies.

On February 1, 2005, Sagicor Life Inc amalgamated with Life of Barbados Limited, and participating policies 
of the latter were transferred to the open participating fund. Accordingly, the liabilities of these participating 
policies and matching assets were transferred to the open participating fund. The liabilities transferred included 
an ancillary fund comprising the provisions for adverse deviations on the transferred policies. Changes in the 
ancillary fund are not recorded in the participating account, but are borne by the general operations of Sagicor 
Life Inc. Additional assets to support the profit distribution to shareholders (see below) were also transferred 
into the fund.

Effective  June  30,  2005,  on  the  recommendation  of  the  Appointed  Actuary  of  Sagicor  Life  Inc,  the  open 
participating fund had reached a size at which capital self sufficiency had been attained, and the seed capital 
was returned to retained earnings. A return on the seed capital, as determined by the Appointed Actuary, was 
charged to the participating account.

Distributable  profits  of  the  open  participating  account  are  shared  between  participating  polices  and 
shareholders  in  a  ratio  of  90:10.  Profits  are  distributed  to  the  participating  policies  in  the  form  of  declared 
bonuses and dividends. Profits which are distributed to shareholders are included in the allocation of Group 
net income to shareholders. Undistributed profits remain in the participating account.

(c)  Financial statement presentation

The assets and liabilities of the participating funds are not presented separately in the financial statements. 
The  revenues,  benefits  and  expenses  of  the  participating  accounts  are  also  not  presented  separately  in  the 
financial statements. However, the overall surplus of assets held in the participating funds over the associated 
liabilities  is  presented  in  equity  as  the  participating  accounts.  The  overall  net  income  that  is  attributable  to 
the participating funds is disclosed as an allocation of net income. Movements in reserves attributable to the 
participating funds are presented in equity under the participating accounts.

The allocation of additional assets to the participating funds is recognised in equity as a transfer from retained 
earnings to the participating accounts.

75

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

2. 

ACCOUNTING POLICIES (continued)

2.21  Treasury shares

Where a Group entity purchases the Company’s common shares, the consideration paid, including any directly 
attributable cost, is deducted from share capital. Where such shares are subsequently sold to a third party, the 
deduction from share capital is reversed, and any difference with net consideration received is taken to retained 
earnings.

2.22  Dividend distributions

Dividend distributions on the Company’s common shares are recorded in the period during which the dividend 
declaration has been approved by the directors.

2.23  Statutory reserves

Statutory reserves are established when regulatory accounting requirements result in lower distributable profits 
or when an appropriation of retained earnings is required or permitted by law to protect policyholders, insureds 
or depositors.

3. 

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

The  development  of  estimates  and  the  exercise  of  judgment  in  applying  accounting  polices  may  have  a  material 
impact on the Group’s reported assets, liabilities, revenues, benefits and expenses. The items which may have the 
most effect on the Group’s financial statements are set out below.

3.1 

Impairment of financial assets

An available for sale debt security, a loan or a receivable is considered impaired when management determines 
that  it  is  probable  that  all  amounts  due  according  to  the  original  contract  terms  will  not  be  collected.  This 
determination is made after considering the payment history of the borrower, the discounted value of collateral 
and guarantees, and the financial condition and financial viability of the borrower.

An available for sale equity investment is considered impaired when there is a significant or prolonged decline 
in  the  fair  value  below  cost.  Determination  of  what  is  significant  or  prolonged  requires  judgement  which 
includes consideration of the volatility of the fair value, and the financial condition and financial viability of the 
investee.

The determination of impairment may either be considered by individual asset or by a grouping of assets with 
similar relevant characteristics.

76

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

3. 

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (continued)

3.2  Recognition and measurement of intangible assets

The recognition and measurement of intangible assets, other than goodwill, in a business combination involve 
the utilisation of valuation techniques which may be very sensitive to the underlying assumptions utilised. These 
intangibles may be marketing related, consumer related, contract based or technology based.

For  significant  amounts  of  intangibles  arising  from  a  business  combination,  the  Group  utilises  independent 
professional advisors to assist management in determining the recognition and measurement of these assets.

3.3 

Impairment of intangible assets

(a)  Goodwill

The  assessment  of  goodwill  impairment  involves  the  determination  of  the  fair  value  of  the  cash  generating 
business units to which the goodwill has been allocated. Determination of fair value involves the estimation of 
future cash flows or of net income from ordinary activities of these business units and the expected returns to 
providers of capital to the business units and / or to the Group as a whole.

The Group updates its business unit financial projections annually and applies discounted cash flow or earnings 
multiple models to these projections to determine if there is any impairment of goodwill.

(b)  Other intangible assets

The assessment of impairment of other intangible assets involves the determination of the intangible’s fair value 
or value in use. In the absence of an active market for an intangible, its fair value may need to be estimated. In 
determining an intangible’s value in use, estimates are required of future cash flows generated as a result of 
holding the asset.

77

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

3. 

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (continued)

3.4  Actuarial liabilities

(a)  Canadian asset liability method (CALM)

The  objective  of  the  valuation  of  policy  liabilities  is  to  determine  the  amount  of  the  insurer’s  assets  that,  in 
the opinion of the Appointed Actuary (AA) and taking into account the other pertinent items on the balance 
sheet, will be sufficient without being excessive to provide for the policy liabilities over their respective terms. 
The amounts set aside for future benefits are dependent on the asset and liability cash flows, as well as any 
mismatch during the valuation period.

The actuarial liabilities are determined by the amount of assets required to ensure that sufficient monies are 
available to meet the policy liabilities as they become due, even under adverse economic circumstances.

The  AA  identifies  the  current  economic  scenario  and  the  existing  investment  portfolio  as  at  the  date  of  the 
actuarial valuation. The investments required to support the policy liabilities are then determined under a variety 
of future interest rate environments using scenario testing. The total policy liability is determined as the amount 
of assets required in order that sufficient monies are available to meet the liabilities as they become due under 
the “worst case” economic scenario, that is, the scenario that produces the highest investment requirement.

The CALM methodology produces the total reserve requirement for each CALM fund. In general, the CALM 
methodology is used to determine the net overall actuarial liabilities required by the insurer. Policy premium 
method  (PPM)  equivalents  are  used  to  determine  the  amount  of  reinsurance  balances  in  the  reserve,  the 
distribution of the total reserve by country (for statutory reporting), and the distribution of the reserve by policy 
(for MCCSR negative reserves). PPM equivalents and other approximations to CALM have also been used in 
calculating certain components in the actuarial liabilities.

(b)  Best estimate reserve assumptions & provisions for adverse deviations

Actuarial  liabilities  include  two  major  components:  a  best  estimate  reserve  and  a  provision  for  adverse 
deviations.  This  latter  provision  is  established  in  recognition  of  the  uncertainty  in  computing  best  estimate 
reserves,  to  allow  for  possible  deterioration  in  experience  and  to  provide  greater  comfort  that  reserves  are 
adequate to pay future benefits.

For the respective reserve assumptions for mortality and morbidity, lapse, future investment yields, operating 
expenses  and  taxes,  best  estimate  reserve  assumptions  are  determined  where  appropriate  for  each  major 
geographical segment, namely Barbados, Jamaica, Trinidad & Tobago, USA and other Caribbean.

Provisions for adverse deviations are established in accordance with the risk profiles of the business, and are, 
as far as is practicable, standardized across the major geographical segments. Provisions are determined within 
a specific range established by the Canadian Standards of Practice.

The principal assumptions and margins used in the determination of actuarial liabilities are summarised in note 
16.3. However, the liability resulting from the application of these assumptions can never be definitive as to the 
ultimate timing or the amount of benefits payable and is therefore subject to future re-assessment.

78

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

4. 

RISK MANAGEMENT

The Group’s activities are related principally to the use of financial instruments and insurance contracts. As such, the 
Group is exposed to financial and insurance risks and the principles utilised by management in dealing with these 
risks are set out below.

4.1 Credit risk

The Group takes on exposure to credit risk which is the risk that a counterparty will be unable to pay amounts in 
full when due. Credit risks are primarily associated with financial investments and reinsurance contracts held.

Credit  risk  from  financial  investments  is  minimised  through  holding  a  diversified  portfolio  of  investments, 
purchasing securities and advancing loans only after careful assessment of the borrower, and placing deposits 
with  financial  institutions  with  a  strong  capital  base.  Limits  may  be  placed  on  the  amount  of  risk  accepted 
in  relation  to  one  borrower.  Exposure  to  credit  risk  is  also  managed  in  part  by  obtaining  collateral  and 
guarantees.

Significant concentrations of credit risk associated with financial investments are set out in notes 11.3 and 15.

The risks associated with reinsurance contracts held are set out in note 4.9.

4.2  Foreign exchange risk

The Group is exposed to foreign exchange risk as a result of fluctuations in exchange rates since its financial 
assets and liabilities are denominated in a number of different currencies.

In order to manage the risk associated with movements in currency exchange rates, the Group seeks to maintain 
investments and cash in each operating currency, which are sufficient to match liabilities denominated in the 
same  currency.  Exceptions  are  made  to  invest  limited  proportions  in  United  States  dollar  assets  which  are 
held to back liabilities in operating currencies. Management considers that these assets diversify the range of 
investments available, and in the long-term are likely to either maintain capital value and/or provide satisfactory 
returns.

Assets and liaibilities by currency are set out in note 37.

79

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

4. 

RISK MANAGEMENT (continued)

4.3 

Interest rate risk

The  Group  is  exposed  to  interest  rate  risk,  which  arises  when  the  returns  earned  from  invested  assets  are 
insufficient  either  to  maintain  returns  or  to  fulfil  the  minimum  returns  within  policy  contracts  and  financial 
liabilities.

The return on investments may be variable, fixed for a term or fixed to maturity. On reinvestment of a matured 
investment, the returns available on the new investment may be significantly different from the returns formerly 
achieved.

Guaranteed  minimum  returns  exist  within  cash  values  of  long  term  traditional  insurance  contracts,  long 
term universal life insurance contracts, annuity options, deposit administration liabilities and policy funds on 
deposit. For other financial liabilities, returns are usually contractual. The Group is therefore exposed to the 
effects of fluctuations in the prevailing levels of market interest rates on its financial position and cash flows. 
Interest margins may increase or decrease as a result of such changes. Interest rate changes may also result in 
losses if asset and liability cash flows are not closely matched with respect to timing and amount.

The Group is exposed to risk under embedded derivatives contained in a host insurance contract. These risks 
include exposures to investment returns which may produce losses to the insurer arising from the following 
contract features:

(cid:129)  minimum annuity rates which are guaranteed to be applied at some future date;
(cid:129)  minimum guaranteed death benefits which are applicable when the performance of an interest bearing or 

unit linked fund falls below expectations;

(cid:129)  minimum guaranteed returns in respect of cash values and universal life investment accounts.

The Group manages its interest rate risk by a number of measures, including where feasible the selection of 
assets which best match the maturity of liabilities, the offering of investment contracts which match the maturity 
profile of assets, the re-pricing of interest rates on loans receivable, policy contracts and financial liabilities in 
response to market changes. In certain Caribbean markets, where availability of suitable investments is often 
a  challenge,  the  Group  holds  many  of  its  fixed  rate  debt  securities  to  maturity  and  therefore  mitigates  the 
transient interest rate changes in these markets.

The effective interest rates of the Group’s financial assets and financial liabilities are set out in the notes 11, 
18, 19 and 20.

80

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

4. 

RISK MANAGEMENT (continued)

4.4  Liquidity risk

In order to manage liquidity risks, management seeks to maintain levels of cash and short-term deposits in each 
of its operating currencies, which are sufficient to meet reasonable expectations of its short-term obligations.

The Group is exposed to daily calls on its available cash resources for policy benefits and withdrawals, operating 
expenses and taxes, loan draw-downs, repayment of borrowings, maturing deposit liabilities and other security 
obligations. The Group does not maintain cash resources to meet all these needs as experience shows that a 
minimum level of revenue flows and maturing investments can be predicted with a high level of certainty.

Certain investment portfolios within the Group contain securities which can only be disposed of over a period of 
time. In such instances, the Group generally maintains higher levels of short-term instruments to compensate 
for the relative illiquidity of the aforementioned securities.

The maturity profiles of the Group’s financial assets and liabilities are disclosed in notes 11, 18, 19 and 20.

4.5  Fair values of financial assets and financial liabilities

Fair value amounts represent estimates of the consideration that would currently be agreed upon between knowledgeable, 
willing parties who are under no compulsion to act and is best evidenced by a quoted market value, if one exists.

The  estimated  fair  values  of  financial  assets  and  financial  liabilities  are  based  on  market  values  of  quoted 
securities  as  at  December  31  where  available.  In  assessing  the  fair  value  of  non-traded  financial  assets  and 
financial liabilities, the Group uses a variety of methods including obtaining dealer quotes for specific or similar 
instruments and the use of internally developed pricing models.

The  Group’s  financial  assets  and  financial  liabilities  as  disclosed  in  the  balance  sheet  approximate  their  fair 
value, except as disclosed in notes 11, 19 and 20.

4.6 

Insurance risk - short term insurance contracts

Short-term  contracts  are  typically  for  one  year’s  coverage,  with  an  option  to  renew  under  terms  that  may 
be  amended  by  the  insurer.  In  determining  the  premium  payable  under  the  contract,  the  insurer  considers 
the  nature  and  amount  of  the  risk  assumed,  and  recent  experience  and  industry  statistics  of  the  benefits 
payable. This is the process of underwriting, which establishes appropriate pricing guidelines, and may include 
specific tests and enquiries which determine the insurer’s assessment of the risk. Insurers may also establish 
deductibles to limit amounts of potential losses incurred.

Policy benefits payable under short-term contracts are generally triggered by an insurable event, i.e. a property 
or casualty claim, a medical expense or a death claim. Settlement of these benefits is expected generally within 
six months. However, some benefits are settled over a longer duration.

For  the  Group’s  property  and  casualty  insurance  contracts,  significant  risk  exposures  arise  from  low  frequency  high 
severity events such as hurricanes. Single events, such as major fires and accidents may also generate significant claims.

For the Group’s health insurance contracts, significant risk exposures arise from mortality and morbidity experience.

81

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

4. 

RISK MANAGEMENT (continued)

4.7 

Insurance risks - long-term insurance contracts

Long-term contracts are typically for a minimum period of 5 years and a maximum period which is determined 
by  the  remaining  life  of  the  insured.  In  addition  to  the  estimated  benefits  which  may  be  payable  under  the 
contract, the insurer has to assess the cash flows which may be attributable to the contract. The process of 
underwriting may also be undertaken and may include specific medical tests and other enquiries which affect 
the insurer’s assessment of the risk. The insurer assesses the likely benefits and cash flows both in establishing 
the amount of premium payable under the contract and in estimating the balance sheet liability arising from 
the contract.

For  long-term  contracts  inforce,  the  Group  has  adopted  a  policy  of  investing  in  assets  with  cash  flow 
characteristics that closely match the cash flow characteristics of its policy liabilities. The primary purpose of 
this matching is to ensure that cash flows from these assets are synchronised with the timing and the amounts 
of payments that must be paid to policyholders.

Policy benefits payable under long-term contracts may be triggered
(cid:129) 
(cid:129) 
(cid:129) 

by an insurable event, i.e. a death, disability or critical illness claim;
at a specified time, i.e. an annuity settlement or a policy maturity;
on the exercise of a surrender or withdrawal request by the policyholder.

Settlement of these benefits is therefore expected over a wide time span, extending over the remaining lives 
of the insureds and annuitants. Industry and Group experience do suggest that settlement will in fact occur 
over this time period, but does not remove the uncertainty which exists over the timing of future benefit cash 
outflows.

Significant risks arise from mortality and morbidity experience. Worsening mortality and morbidity will increase 
the incidence of death and disability claims. Improving mortality will lengthen the payout period of annuities.

Insurers  are  also  exposed  to  lapse  and  expense  risk.  At  early  durations,  lapses  and  surrenders  are  likely  to 
result  in  a  loss  to  the  insurer,  as  the  acquisition  costs  associated  with  the  policy  contract  would  not  have 
been recovered from product margins. Higher expenses in maintaining a policy contract may mean that the 
policy reserve may be inadequate to cover future policy maintenance expenses, thereby requiring the insurer to 
increase the associated policy reserve.

82

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

4. 

RISK MANAGEMENT (continued)

4.8  Concentrations of insurance risk

The Group carries significant insurance risks concentrated in certain countries within the Caribbean. In these 
countries,  the  Group  carries  a  notable  proportion  of  the  insured  population  (life,  annuity  health)  or  insured 
assets or casualty risk (property and casualty) of the country as a whole.

Significant  concentration  of  life  insurance,  annuity,  and  health  risks  occurs  in  Antigua,  Barbados,  Cayman 
Islands, Jamaica, Netherlands Antilles, St Lucia and Trinidad and Tobago. Significant concentration of property 
and casualty risks occurs in Barbados and Cayman Islands.

Total insurance coverage on insurance policies quantifies some of the risk exposures. Typically, claims arising 
in any one year are a very small proportion in relation to the total insurance coverage provided. The total sums 
insured at December 31, 2006, gross and net of reinsurance on life, property and casualty risks are summarised 
below.

Contracts issued to individuals – life insurance
Contracts issued to groups – life insurance
Property and casualty insurance

Gross amount insured
2005
2006
27,270,155
30,579,784
8,800,346
11,848,761
11,920,398
14,932,984

Net amount insured
2005
2006
20,988,717
21,288,570
7,242,619
9,842,180
7,295,843
7,818,375

83

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

4. 

RISK MANAGEMENT (continued)

4.9  Reinsurance risk

To  limit  its  exposure  of  potential  loss  on  an  insurance  policy,  the  insurer  may  cede  certain  levels  of  risk  to 
a  reinsurer.  The  Group  selects  reinsurers  which  have  well  established  capability  to  meet  their  contractual 
obligations and which generally have high credit ratings. The credit ratings of reinsurers are monitored.

Retention limits represent the level of risk retained by the insurer. Coverage in excess of these limits is ceded to 
reinsurers. The retention programs used by insurers are summarised below:

Type of insurance contract
Property and casualty insurance

Retention by insurers 

Property risks

(cid:129)  maximum retention of $20,000 for a single event;
(cid:129)  maximum retention of $10,000 for a catastrophic event;
(cid:129) 

quota share retention to maximum of 60% in respect of the 
treaty limits;
quota share retention is further reduced to a maximum of $1,000 
per event.

(cid:129) 

  Motor and liability risks

  Miscellaneous accident risks

(cid:129)  maximum retention of $1,000 for a single event;
(cid:129) 

treaty limits apply.

(cid:129)  maximum retention of $216 for a single event;
(cid:129) 

treaty limits apply.

Engineering business risks

(cid:129)  maximum retention of $300
(cid:129) 

treaty limits apply for material damage and for liability claims.

  Marine risks

(cid:129)  maximum retention of $150 for a single event;
(cid:129) 

treaty limits apply.

Property, motor, liability, and
engineering risk

(cid:129) 

(cid:129) 

catastrophic excess of loss reinsurance cover is available per 
event for amounts in excess of treaty limits;
treaty limits apply to catastrophic excess of loss coverage.

Health insurance contracts with 
individuals 

Health insurance contracts with 
groups

Life insurance contracts with 
individuals

Retention per individual to a maximum of $800

Retention per individual to a maximum of $400

Retention per individual life to a maximum of $700

Life insurance contracts with groups Retention per individual life to a maximum of $200

Life insurance and annuity blocks of 
contracts

0% to 37.5% retention on policy liabilities

84

 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

4. 

RISK MANAGEMENT (continued)

4.9  Reinsurance risk (continued)

Certain insurers of the Group have ceded to a re-insurer further amounts representing 50% of the retentions 
above $10 for individual life contracts.

Insurers may also have catastrophic reinsurance coverage in place whereby reinsurance coverage is obtained for 
multiple claims arising from one event or occurring within a specified time period.

Reinsurance ceded does not discharge the insurer’s liability and failure by a reinsurer to honour its commitments 
could result in losses to the Group.

Reinsurance balances and the effects of reinsurance ceded on income are disclosed in the notes 12, 16, 17, 23, 
27 and 30.

4.10  Fiduciary activities

The  Group  provides  investment  management,  administration  and  corporate  trust  services  to  pension  and 
mutual  funds  and  other  corporate  entities  which  involve  the  Group  making  allocation,  purchase  and  sale 
decisions in relation to a wide range of investments. Those assets are held in a fiduciary capacity and are not 
included in these financial statements. These services give rise to fiduciary risk that may expose the Group to 
claims for mal-administration or under-performance of these funds.

Total assets under administration are disclosed in note 41.

5. 

STATUTORY RESTRICTIONS ON ASSETS

Insurers are registered to conduct insurance business under legislation in place in each relevant jurisdiction. This 
legislation may prescribe a number of requirements with respect to deposits, investment of funds and solvency for 
the protection of policyholders.

Banking subsidiaries may also be required to hold deposits with Central Banks which regulate the conduct of banking 
operations.

To satisfy the above requirements, invested assets and cash totalling $1,319 million (2005 - $1,271 million) have been 
deposited with regulators or are held in trust to the order of regulators.

In some countries where the Group operates, there are exchange controls or other restrictions on the remittance of 
funds out of those countries.

85

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

 6.  SEGMENTS

6.1  Geographical Segments

Barbados 
Jamaica 
Trinidad & Tobago 
USA 
Other Caribbean 
Not allocated to segments 

Barbados 
Jamaica 
Trinidad & Tobago 
USA 
Other Caribbean 
Not allocated to segments 

Year ended December 31, 2006

Total 
assets 

Total 
liabilities 

Total 
revenue 

Income from 
ordinary 
activities 

Total cash 
flows

1,156,090 
2,114,599 
798,949 
1,680,068 
821,188 
155,660 
6,726,554 

1,079,964 
1,611,756 
559,237 
1,538,795 
519,464 
332,727 
5,641,943 

252,431 
560,323 
167,130 
106,310 
232,576 
76 
1,318,846 

39,092 
103,814 
51,652 
13,887 
32,101 
(39,478) 
201,068 

47,760
52,108
(27,079)
(3,780)
(11,351)
182,712
240,370

Year ended December 31, 2005

Total 
assets 

Total 
liabilities 

Total 
revenue 

Income from 
ordinary 
activities 

Total cash 
Flows

1,159,784 
1,990,820 
734,358 
1,782,293 
729,148 
404 
6,396,807 

1,029,101 
1,561,793 
536,803 
1,646,972 
493,711 
175,693 
5,444,073 

218,652 
513,850 
191,558 
46,012 
160,892 
27,008 
1,157,972 

6,835 
92,270 
64,153 
(9,970) 
37,647 
3,496 
194,431 

(9,114)
71,340
25,104
5,588
54,998
(9,182)
138,734

Other balances by geographical segment are disclosed in notes 8, 9, 10, 16 and 41.

6.2  Business segments

Life insurance, health insurance and
annuities from contracts issued to individuals 
Life insurance, health insurance, annuities 
and pensions from contracts issued to groups 
Property and casualty insurance 
Banking, investment management and other 
financial services 
Not allocated to segments (1) 

Total assets 

Total revenue

2006 

2005 

2006 

2005

3,914,456 

3,975,728 

724,401 

609,367

832,719 
230,041 

788,075 
188,803 

327,162 
58,535 

279,147
44,785

1,549,887 
199,451 
6,726,554 

1,416,207 
27,994 
6,396,807 

207,098 
1,650 
1,318,846 

197,665
27,008
1,157,972

(1)  Includes  associated  company,  income  tax  and  pension  plan  balances  attributable  to  more  than  one 

business segment.

86

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

7. 

INVESTMENT PROPERTY

The movement in investment property for the year is as follows:

Balance, beginning of year 
Additions at cost 
Transfers to real estate developed for resale 
Transfers to property, plant & equipment 
Disposals 
Appreciation in fair values 
Effects of exchange rate changes 
Balance, end of year 

2006 
181,586 
3,043 
(2,551) 
(9,017) 
(8,977) 
18,602 
(1,530) 
181,156 

2005
179,015
8,873
(5,849)
-
(336)
1,710
(1,827)
181,586

Investment property includes $37,302 (2005 - $43,552) which represents the Group’s proportionate interest in joint 
ventures set out below.

Description of property 

Barbados:
Land at Fort George Heights, Upton, St Michael 
Land at Plum Tree, St Thomas 
Trident House Properties, Lower Broad Street, Bridgetown 
United Nations House, Marine Gardens, Christ Church 
BET Building, Wildey, St Michael 

Trinidad & Tobago:
Ernst & Young Building, Sweet Briar Road, Port-of-Spain 

Percentage owned
by the Group

50%
50%
33%
25%
10%

60% 

Pension Funds managed by the Group own a 50% interest in Fort George Heights and Plum Tree respectively, a 33% 
interest in Trident House Properties and a 25% interest in United Nations House.

Other balances included in the financial statements in respect of the above partnerships and joint ventures are as 
follows:

Cash, miscellaneous assets and receivables 
Other funding instruments, accounts payable and accrued liabilities 
Revenue 
Expenses 

2006 
2,084 
886 
4,492 
47 

2005
4,830
553
3,588
221

87

 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

8. 

PROPERTY, PLANT AND EQUIPMENT

Net book value, beginning of year 
Additions at cost 
Transfers from investment property  
Transfers to intangible assets 
Disposals 
Appreciation in fair values 
Depreciation charge 
Effects of exchange rate changes 
Net book value, end of year 

Represented by: 
Cost or valuation 
Accumulated depreciation 

Year ended December 31, 2006

Owner- 

Furnishings 
occupied  & leasehold 
properties  improvements 

Office 
equipment 
& vehicles 

Leased
vehicles & 
equipment 

91,263 
980 
9,017 
- 
(261) 
1,579 
(1,447) 
(383) 
100,748 

10,036 
10,200 
- 
- 
(41) 
- 
(2,283) 
(119) 
17,793 

27,224 
8,135 
- 
(2,270) 
(666) 
- 
(8,090) 
(300) 
24,033 

19,725 
7,290 
- 
- 
(3,134) 
- 
(5,400) 
-  
18,481 

Total

148,248
26,605
9,017
(2,270)
(4,102)
1,579 
(17,220)
(802)
161,055

102,792 
(2,044) 
100,748 

41,455 
(23,662) 
17,793  

82,084 
(58,051) 
24,033 

28,154 
(9,673) 
18,481 

254,485
(93,430)
161,055

Year ended December 31, 2005

Owner- 

Furnishings 
occupied  & leasehold 
properties  improvements 

Office 
equipment 
& vehicles 

Leased
vehicles & 
equipment 

6,939 
5,333 
2,113 
(2,349) 
- 
(1,886) 
(114) 
10,036 

20,264 
7,671 
7,497 
(461) 
- 
(7,162) 
(585) 
27,224 

16,089 
10,322 
- 
(2,094) 
-  
(4,592) 
- 
19,725 

Total

131,562
23,865
9,610
(5,723)
4,896
(15,020)
(942)
148,248

31,629 
(21,593) 
10,036 

77,261 
(50,037) 
27,224 

28,318 
(8,593) 
19,725 

229,188
(80,940)
148,248

Net book value, beginning of year 
Additions at cost 
Assumed on acquisitions 
Disposals 
Appreciation in fair values 
Depreciation charge 
Effects of exchange rate changes 
Net book value, end of year 

Represented by: 
 Cost or valuation 
 Accumulated depreciation 

88,270  
539 
- 
(819) 
4,896 
(1,380) 
(243) 
91,263 

91,980 
(717) 
91,263 

88

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

8. 

PROPERTY, PLANT AND EQUIPMENT (continued)

Additions to and depreciation of property, plant and equipment by geographical segment are as follows:

Barbados 
Jamaica 
Trinidad & Tobago 
USA 
Other Caribbean 
Not allocated to segments 

Additions 

Depreciation

2006 

2005 

2006 

2005

16,591 
1,770 
3,289 
1,258 
3,628 
69 
26,605 

16,998 
3,819 
1,089 
260 
1,695 
4 
23,865 

9,993 
3,170 
1,266 
718 
2,062 
11 
17,220 

9,163
2,872
1,097
342
1,546
-
15,020

Owner-occupied property includes $2,972 which represents the Group’s proportionate interest in joint ventures set 
out below.

Description of property 

Belize:
Belize Insurance Centre, North Front Street, Belize City 

Grenada:
The Mutual / Trans-Nemwil Office Complex, The Villa, St George’s 

Percentage owned
by the Group

50%

50%

89

 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

9. 

INVESTMENT IN ASSOCIATED COMPANIES

Investment, beginning of year 
Additions  
Income from ordinary activities  
Amortisation of intangible assets which were identified on acquisition 
Income taxes 
Dividends received 
Effects of exchange rate changes 
Investment, end of year 

2006 
49,829  
1,327  
5,455  
(987) 
(16) 
(1,948)  
11 
53,671  

2005
24,276
25,280 
3,473 
-
(16) 
(3,102)
(82)
49,829

The investment in associated companies and the income from ordinary activities by geographical segment are as 
follows:

Barbados 
Jamaica 
Trinidad & Tobago 
Other Caribbean 

Investment in associated  
companies 

Income from ordinary
activities

2006 
249 
81 
28,128 
25,213 
53,671 

2005 
253 
85 
24,775 
24,716 
49,829 

2006 
(4) 
- 
3,373 
2,086 
5,455 

2005
40
68
3,365
-
3,473

The aggregate balances and results in respect of associated companies for the period are set out below. For associates 
acquired during 2005, the full year’s revenue and net income are included.

Total assets 
Total liabilities 
Total revenue 
Net income for the year 

2006 
586,047 
406,736 
176,527 
21,951 

2005
447,823
284,502
34,099
10,321

90

 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

10. 

INTANGIBLE ASSETS

(a)  Analysis and changes for the year

Goodwill 

Customer 
relationships 

Year ended December 31, 2006
Trade
names 

Software 

Total

Net book value, beginning of year 
as restated  
Transfer from property, plant 
and equipment 
Additions at cost 
Amortisation and other charges 
Effects of exchange rate changes 
Net book value, end of year 

Represented by: 
Cost 
Accumulated amortisation and 
charges 

121,406 

98,076 

11,663 

9,042 

240,187

- 
- 
(1,965) 
(1,145) 
118,296 

- 
- 
(6,092) 
(3,328) 
88,656 

- 
- 
(4,238) 
(353) 
7,072 

2,270 
4,456 
(4,198) 
(178) 
11,392 

2,270
4,456
(16,493)
(5,004)
225,416

120,261  

99,274 

14,777 

22,031 

256,343

(1,965) 
118,296 

(10,618) 
88,656 

(7,705) 
7,072 

(10,639) 
11,392 

(30,927)
225,416

91

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

10. 

INTANGIBLE ASSETS (continued)

Net book value, beginning of year 
Additions at cost 
Assumed on acquisitions 
Identified on acquisitions: 
  PCFS (note 38.1) 
   EBA (note 38.2) 
  First Life (note 38.3) 
  Laurel Life (note 38.4) 
  Cayman General (note 38.5) 
Disposals 
Amortisation charge 
Effects of exchange rate changes 
Net book value, end of year 

Represented by: 
Cost 
Accumulated amortisation 

Net book value, 
as previously stated 
Adjustment for disposal of 
goodwill (note 38)  
Adjustment for valuation of 
intangible assets (note 38) 
Net book value, as restated 

(b)  Geographical segment information

Customer 
relationships 
- 
- 
- 

Year ended December 31, 2005
Trade
names 
- 
- 
- 

Software 
3,223 
6,117 
1,207 

63,798 
33,803 
- 
724 
8,088 
- 
(4,763) 
(3,574) 
98,076 

15,212 
- 
- 
- 
656 
- 
(3,803) 
(402) 
11,663 

- 
106 
- 
- 
659 
- 
(2,050) 
(220) 
9,042 

Goodwill 
100,124 
- 
- 

5,814 
16,385 
3,856 
1,965 
3,688 
(8,099) 
- 
(2,327) 
121,406 

Total
103,347
6,117
1,207

84,824
50,294
3,856
2,689
13,091
(8,099)
(10,616)
(6,523)
240,187

121,406 
- 
121,406 

102,884 
(4,808) 
98,076 

15,340 
(3,677) 
11,663 

14,318 
(5,276) 
9,042 

253,948
(13,761)
240,187

120,350 

106,892 

13,049 

10,214 

250,505

(8,099) 

- 

- 

- 

(8,099)

9,155 
121,406 

(8,816) 
98,076 

(1,386) 
11,663 

(1,172) 
9,042 

(2,219)
240,187

Barbados 
Jamaica 
Trinidad & Tobago 
USA 
Other Caribbean 
Not allocated to segments 

Goodwill 

2006 
45,266 
40,822 
9,831 
- 
22,377 
- 
118,296 

2005 
45,266 
41,958 
9,840 
1,965 
22,377 
- 
121,406 

Additions to 
intangible assets 
2005 
2006 
2,539 
1,485 
3,578 
1,387 
- 
- 
- 
1,406 
- 
82 
- 
96 
6,117 
4,456 

Amortisation of    
intangible assets
2005
2006 
896
1,448 
9,720
10,519 
-
5 
-
2,915 
-
1,606 
-
- 
10,616
16,493 

92

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

10. 

INTANGIBLE ASSETS (continued)

(c)  Goodwill

Goodwill arising on past acquisitions is reviewed by cash generating unit (CGU). The recoverable amount of 
each CGU is determined either by its value in use or by its fair value less costs to sell.

A CGU’s value in use is estimated using cash flow projections prepared by management. Detailed cash flow 
projections are prepared for three years and are extrapolated for subsequent years.

The fair value of a CGU is estimated by capitalising its expected earnings over time.

Cash  flow  discount  factors,  residual  growth  rates  and  earnings  multiples  utilised  in  the  assessment  of 
recoverable amounts were as follows:

Cash Flow 
discount factor 

2006
Cash flow 
residual  
Growth rate

Barbados 
Jamaica 
Trinidad & Tobago 
Other Caribbean 

13.3%, 14.7% 
21.2% 
n/a 
14.6% 

4.5% 
7.0% 
n/a 
3.5% 

Earnings
multiples

8.67
4.48, 5.30
8.01
7.70, 8.54

93

 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

11.  FINANCIAL INVESTMENTS

11.1  Analysis of financial investments

Held to maturity securities:
Debt securities 

Available for sale securities:
Debt securities 
Equity securities 

Securities at fair value through income:
Debt securities 
Equity securities 

Loans and receivables:
Debt securities 
Mortgage loans 
Policy loans 
Finance loans and finance leases 
Securities purchased under agreements to resell 
Deposits 

December 31, 2006 
Fair 
Value 

Carrying  
Value 

December 31, 2005
Fair 
Value

Carrying  
Value 

6,503 

6,451 

4,062 

3,984

2,461,493 
326,667 
2,788,160 

2,461,493 
326,667 
2,788,160 

2,308,667 
397,174 
2,705,841 

2,308,667
397,174
2,705,841

175,437 
47,549 
222,986 

175,437 
47,549 
222,986 

150,884 
43,261 
194,145 

150,884
43,261
194,145

658,288 
492,018 
251,782 
245,880 
44,640 
339,387 
2,031,995 

661,479 
490,533 
251,782 
245,880 
44,640 
339,387 
2,033,701 

677,084 
420,600 
254,993 
235,133 
69,029 
171,960 
1,828,799 

712,053
419,406
254,993
235,133
69,029
171,960
1,862,574

Total financial investments 

5,049,644 

5,051,298 

4,732,847 

4,766,544

Debt securities comprise:

Government debt securities 
Corporate debt securities 
Collateralised mortgage obligations 
Other securities 

2006 
2,058,119 
657,180 
480,452 
105,970 
3,301,721 

2005
1,943,775
612,692
475,636
108,594
3,140,697

94

 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

11.  FINANCIAL INVESTMENTS (continued)

11.1  Analysis of financial investments (continued)

Debt securities include $46,900 (2005 - $49,452) and policy loans include $60,824 (2005 - $62,930) in assets 
held in trust for a reinsurer. The Group earns no income on these assets.

Debt  securities  include  $14,893  (2005  -  $12,733)  that  contain  options  to  convert  to  common  shares  of  the 
issuer.

Corporate debt securities include:

(i)  convertible loans totalling $9,543 (2005 - $1,548) issued to the Group by an associated company. These 

loans can be converted into equity or bonds issued by the associated company.

(ii)  $23,833 (2005 - $25,598) in bonds issued by an associated company.

Equity securities include $12,503 (2005 - $12,526) in mutual funds managed by the Group.

11.2  Pledged assets

Debt securities include $78,440 (2005 – $82,330) held in trust supporting reinsurance liabilities assumed. The 
Group manages these investments and bears the investment risk.

Debt and equity securities include $40,993 (2005 - $55,749) as collateral for loans payable.

The collateral for other funding instruments from the Federal Home Loan Bank (FHLB), consists of an equity 
holding  in  the  FHLB  with  market  value  of  $10,622  (2005  -  $12,026),  and  mortgages  and  mortgage  backed 
securities having a total market value of $247,792 (2005 - $255,554).

Debt  securities  are  pledged  as  collateral  under  repurchase  agreements  with  customers  and  other  financial 
institutions  and  for  security  relating  to  overdraft  and  other  facilities  with  other  financial  institutions.  As  of 
December  31,  2006,  these  pledged  assets  totalled  $949,662  (2005  -  $904,302).  Of  these  assets  pledged  as 
security $378,151 (2005 – $394,706) represent collateral for securities sold under agreements to repurchase in 
instances when the transferee has the right by contract or by custom to sell or re-pledge the collateral.

11.3  Significant concentrations

Debt securities:
Government of Jamaica 
Federal government of USA and its agencies 
Government of Barbados 

Deposits:
FirstCaribbean International Bank 

2006 

2005

1,447,125 
585,506 
164,796 

1,322,041
576,354
208,154

164,049 

9,211

95

 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

11.  FINANCIAL INVESTMENTS (continued)

11.4  Effective interest rates

Debt securities 
Mortgage loans 
Policy loans 
Finance loans and finance leases 
Securities purchased under agreements to resell 
Deposits 

11.5  Maturity profiles

Debt securities 
Mortgage loans 
Finance loans and finance leases 
Securities purchased under agreements to resell 
Deposits 

Debt securities 
Mortgage loans 
Finance loans and finance leases 
Securities purchased under
agreements to resell 
Deposits 

2006 
9.4% 
8.2% 
8.3% 
11.6% 
11.4% 
4.8% 

2005
11.6%
7.7%
9.7%
12.9%
9.1%
5.2%

December 31, 2006
Repayable 
between 
one and 
five years 

Repayable 
after 
five years 

966,468 
38,478 
89,593 
- 
25,418 
1,119,957 

1,955,405 
441,908 
62,889 
- 
3,171 
2,463,373 

December 31, 2005
Repayable 
between 
one and 
five years 

Repayable 
after 
five years 

479,804 
36,115 
94,870 

- 
11,067 
621,856 

2,425,118 
376,520 
59,100 

- 
26,567 
2,887,305 

Repayable 
within 
one year 

379,848 
11,632 
93,398 
44,640 
310,798 
840,316 

Repayable 
within 
one year 

235,775 
7,965 
81,163 

69,029 
134,326 
528,258 

Total

3,301,721
492,018
245,880
44,640
339,387
4,423,646

Total

3,140,697
420,600
235,133

69,029
171,960
4,037,419

Policy loans are repayable either at the discretion of the policyholder or on termination of the policy.

96

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

11.  FINANCIAL INVESTMENTS (continued)

11.6  Returns accruing to the benefit of contract-holders

Financial investments include the following amounts for which the full income and capital returns accrue to the 
holders of unit linked contracts and certain deposit administration contracts.

Debt securities 
Equity securities 
Mortgage loans 
Securities purchased under agreements to resell 

11.7  Allowances for impairment losses

Mortgage loans 
Debt securities 
Finance loans and finance leases 

2006 
130,301 
44,089 
87,317 
4,903 
266,610 

2006 
5,728 
14,608 
4,947 
25,283 

2005
125,899
35,520
82,504
6,706
250,629

2005
5,222
14,826
5,710
25,758

Interest of $6,557 (2005 - $3,645) has been accrued on impaired financial investments.

12.  REINSURANCE ASSETS

Reinsurers’ share of:
Actuarial liabilities (note 16.1) 
Policy benefits in the course of settlement (note 17.2) 
Provision for unearned premiums (note 17.3) 
Other items 

2006 

2005

552,941 
42,003 
35,886 
12,548 
643,378 

605,995
43,483 
24,662
12,508
686,648

The reinsurers’ share of actuarial liabilities represent balances which are long term in nature, and for which, most 
are expected to be settled after one year.

The reinsurers’ share of actuarial liabilities and claim recoveries from reinsurers include the following significant 
balances:

Scottish Re (U.S.) Inc - rated B (Fair) by A.M. Best 
Washington National Insurance Company
- rated B++ (Good) by A.M. Best 

2006 
337,442 

2005
366,900

190,522 

211,532

The reinsurers’ share of liabilities held by Scottish Re is secured by assets held in trust by a third party totalling 
$296,745 and by the Group (see note 11.1).

97

 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

13. 

INCOME TAX ASSETS

Deferred income tax assets (note 34) 
Income and withholding taxes recoverable 

14.  MISCELLANEOUS ASSETS AND RECEIVABLES

Pension plan assets (note 32.2) 
Real estate developed or held for resale 
Premiums in the course of collection 
Amounts due from managed funds 
Other accounts receivable 

2006 
8,451 
28,214 
36,665 

2005
8,226
27,485
35,711

2006 
2,008 
25,802 
55,852 
6,028 
110,512 
200,202 

2005
2,195
23,498
52,517
10,722 
113,956 
202,888

Real estate developed for resale includes $17,675 (2005 - $8,611) which is expected to be realised after one year.

Real estate developed for resale includes $6,323 (2005 - $4,628) which represents the Group’s proportionate 
interest in the joint ventures set out below.

Description of property 

Barbados: 
Land at Fort George Heights, Upton, St Michael 
Rolling Hills Development, Byde Mill, St George 

15.  CASH RESOURCES

Percentage
owned by 
the Group

50%
81%

Significant concentrations of cash resources at December 31 are as follows:

FirstCaribbean International Bank  

2006 
31,204 

2005
72,440 

98

 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

16.  ACTUARIAL LIABILITIES

16.1  Analysis of actuarial liabilities

Gross liability 

Reinsurers’ share

2006 

2005 

2006 

2005

(a)  Life insurance, annuities and health insurance - 

contracts issued to individuals:
Life - participating polices  
Life and annuity - non-participating policies 
Health 
Unit linked funds 
Reinsurance contracts held 

(b)  Life insurance, annuities and health insurance - 

contracts issued to groups:
Life 
Annuities 
Health 

559,078 
1,635,984 
7,903 
178,980 
12,114 
2,394,059 

537,231 
1,689,997 
7,192 
169,151 
18,910 
2,422,481 

50,560 
266,933 
35,616 
353,109 

54,704 
282,565 
31,447 
368,716 

6,554 
441,662 
3,179 
- 
- 
451,395 

4,790 
95,858 
898 
101,546 

6,302
483,188
2,666
-
-
492,156

7,157
106,428
254
113,839

Total actuarial liabilities 

2,747,168 

2,791,197 

552,941 

605,995

The following notes are in respect of the above:

(cid:129)  Life insurance includes coverage for disability and critical illness.
(cid:129)  Actuarial liabilities include $305,419 (2005 - $368,271) in assumed reinsurance.
(cid:129)  Liabilities for reinsurance contracts held occur because the reinsurance premium costs exceed the 

mortality costs assumed in determining the gross liability of the policy.

99

 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

16.  ACTUARIAL LIABILITIES (continued)

16.2  Movement in actuarial liabilities

The movement in actuarial liabilities for the year is as follows:

Gross amount 

Reinsurers’ share

2006 

2005 

2006 

2005

Balance, beginning of year as restated
(note 43) 
Transfers 
Amounts assumed on acquisitions 
Change in actuarial liabilities (note 30) 
Effect of exchange rate changes 
Balance, end of year 

2,791,197 
1,804 
- 
(35,135) 
(10,698) 
2,747,168 

1,485,042 
- 
1,254,825 
66,379 
(15,049) 
2,791,197 

The change in gross liability by geographical segment is as follows:

Barbados 
Jamaica 
Trinidad & Tobago 
USA 
Other Caribbean 

16.3  Assumptions

605,995 
- 
- 
(53,062) 
8 
552,941 

2006 
8,170 
25,321 
7,207 
(91,794) 
15,961 
(35,135) 

2,889
-
609,373
(6,267)
-
605,995

2005
28,834
8,660
31,374
(1,624)
(865)
66,379

(a)  Process used to set actuarial assumptions and margins for adverse deviations

At  each  date  for  valuation  of  actuarial  liabilities,  the  Appointed  Actuary  (AA)  of  each  insurer  reviews  the 
assumptions  made  at  the  last  valuation  date.  The  AA  tests  the  validity  of  each  assumption  by  reference  to 
current data, and where appropriate, changes the assumptions for the current valuation.

A  similar  process  of  review  and  assessment  is  conducted  in  the  determination  of  margins  for  adverse 
deviations.

Recent changes in actuarial standards and practice are also incorporated in the current valuation.

100

 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

16.  ACTUARIAL LIABILITIES (continued)

(b)  Assumptions for mortality and morbidity

Mortality rates are related to the incidence of death in the insured population. Morbidity rates are related to the 
incidence of sickness and disability in the insured population.

For the 2006 valuation, certain insurers conducted studies of their own recent mortality experience. Studies 
were  conducted  by  combining  data  in  some  geographic  segments  to  create  a  credible  mortality  table.  The 
combined experience was measured against an industry standard (Canadian Institute of Actuaries (CIA) 1986 
– 1992 tables) and the combined experience resulted in a modification of the probabilities of death by policy 
duration. Appropriate  modification  factors were selected  and  applied to  underwritten and non-underwritten 
business respectively in the actuarial valuation. Annuitant mortality was determined by reference to CIA tables 
or to other established scales.

Assumptions  for  morbidity  are  determined  after  taking  into  account  insurer  and  industry  experience  and 
established guidelines from Actuarial Institutes.

(i)  Change in assumption and prior year adjustment

For the 2006 valuation, the AA reviewed the approach for determining the mortality assumption for the former 
Life  of  Barbados  Limited  insurance  policies  which  were  transferred  into  the  opening  participating  fund  on 
February 1, 2005 (the date of amalgamation of Sagicor Life Inc and Life of Barbados Limited). It was concluded 
that the use of a specific mortality assumption for these insurance policies provides a closer representation of 
best estimate than the use of a combined mortality assumption derived from a wider grouping of insurance 
policies.  This  conclusion  is  supported  by  actuarial  practice  and  is  consistent  with  the  terms  of  the  open 
participating  fund  as  described  in  the  Scheme  of  Amalgamation  of  Sagicor  Life  Inc  and  Life  of  Barbados 
Limited. Accordingly, revised mortality assumptions were adopted for these open participating policies and for 
the other policies in the wider grouping of insurance policies referred to above. These changes have resulted 
in a restatement of the actuarial liabilities from February 1, 2005, and are reflected in the restated amounts for 
the year ended December 31, 2005 as summarised in note 43.

(c)  Assumptions for lapse

Lapses  relate  to  the  forced  termination  of  policies  due  to  non-payment  of  premium  or  to  the  voluntary 
termination of policies by policyholders.

Lapse  studies  were  performed  by  certain  insurers  for  the  2006  valuation,  to  determine  the  most  recent 
experience of persistency. Appropriate rates of termination by policy duration were determined and applied in 
the actuarial valuation.

101

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

16.  ACTUARIAL LIABILITIES (continued)

(d)  Assumptions for investment yields

Returns  on  existing  variable  rate  securities,  shares,  investment  property  and  policy  loans  are  linked  to  the 
current economic scenario. Yields on reinvested assets are also tied to the current economic scenario. Returns 
are however assumed to decrease and it is assumed that at the end of twenty years from the valuation date, all 
investments, except policy loans, are reinvested in long-term, default free government bonds.

The ultimate rate of return (URR) is the assumed rate that will ultimately be earned on government bonds and 
is as follows:

Geographical segment 
Barbados 
Jamaica 
Trinidad & Tobago 
USA 
Other Caribbean 

2006
URR
5.0%
7.0%
5.0%
4.0% - 4.75%
5.0%

(e)  Assumptions for operating expenses and taxes

Policy acquisition and policy maintenance expense costs for long-term business of each insurer are measured 
and monitored using internal expense studies. Policy maintenance expense costs are reflected in the actuarial 
valuation after adjusting for expected inflation. Costs were updated for the 2006 valuation and were applied on 
a per policy basis.

(i)  Change in assumption and prior year adjustment

For the 2006 valuation, the AA reviewed the approach for determining the inflation assumption for the former 
Life  of  Barbados  Limited  insurance  policies  which  were  transferred  into  the  opening  participating  fund  on 
February 1, 2005 (the date of the amalgamation of Sagicor Life Inc and Life of Barbados Limited). The rate of 
inflation  and  the  methodology  for  applying  the  inflation  assumption  were  changed  for  consistency  to  those 
applied to the policies in the closed participating funds. These changes in rate and methodology have resulted 
in a restatement of actuarial liabilities of the open participating insurance polices from February 1, 2005, and is 
reflected in the restated amounts for the year ended December 31, 2005 as summarised in note 43.

(f)  Asset defaults

The AA of each insurer includes a provision for asset default in the modelling of the cash flows. The provision 
is based on industry and Group experience and includes a specific margin for equity securities and a combined 
margin for debt securities, mortgage loans and deposits.

102

 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

16.  ACTUARIAL LIABILITIES (continued)

(g)  Margins for adverse deviations

Margins for adverse deviations are determined for the assumptions in the actuarial valuation. The application 
of  these  margins  resulted  in  the  following  provisions  for  adverse  deviations  being  included  in  the  actuarial 
liabilities:

Provisions for adverse deviations 

Mortality and morbidity 
Lapse 
Investment yields and asset default 
Operating expenses and taxes 

(h)  Health insurance

2006 

46,479 
36,903 
108,572 
20,976 
212,930 

2005
Restated
50,337
34,864
162,908
25,627
273,736

The outstanding liabilities for health insurance claims incurred but not yet reported and for claims reported but 
not yet paid are determined by statistical methods using expected loss ratios which have been derived from 
recent  historical  data.  No  material  claim  settlements  are  anticipated  after  one  year  from  the  balance  sheet 
date.

(i)  Movement in actuarial liabilities arising from changes in assumptions

The increase in actuarial liability for the year includes the effects arising from changes in assumptions.

Components  of  the  net  increase  in  actuarial  liabilities  have  been  estimated  using  Policy  Premium  Method 
equivalents.  Because  the  process  of  changes  in  assumptions  is  applied  to  all  affected  insurance  contracts, 
changes in assumptions and in actuarial modelling may have a significant effect in the period in which they 
are recorded.

The total effect of changes in assumptions and actuarial modelling are as follows.

Decrease in actuarial liabilities  

2006 
(103,206) 

2005
(68,577)

Significant specific changes in assumptions and actuarial modelling which represent more than 5% of actuarial 
liabilities at the beginning of the year are set out below.

Increase in actuarial liabilities arising from the introduction of 
margins on equity securities and real estate supporting policy liabilities 

2006 

2005

- 

76,400

103

 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

16.  ACTUARIAL LIABILITIES (continued)

16.4  Sensitivity analysis

(a)  Sensitivity arising from the valuation of actuarial liabilities

The valuation of actuarial liabilities is sensitive to:

(cid:129)  the economic scenario used in CALM,
(cid:129)  the investments allocated to back the liabilities,
(cid:129)  the underlying assumptions used, and
(cid:129)  the margins for adverse deviations.

Under the CALM methodology, the AA is required to test the actuarial liability under 7 economic scenarios. 
These tests have been done and the results of the valuation provide adequately for liabilities derived from the 
worst of these different scenarios.

The  assumption  for  future  investment  yields  has  a  significant  impact  on  actuarial  liabilities.  The  different 
scenarios tested under CALM reflect the impact of different yields.

The  other  assumptions  which  are  most  sensitive  in  determining  the  actuarial  liabilities  of  the  Group,  are  in 
descending order of impact:

(cid:129)  Operating expenses and taxes
(cid:129)  Lapse
(cid:129)  Mortality and morbidity

104

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

16.  ACTUARIAL LIABILITIES (continued)

(b)  Dynamic capital adequacy testing (DCAT)

DCAT is a technique used by the Group to assess the adequacy of the insurer’s financial position and financial 
condition in the light of different future economic and policy experience scenarios. DCAT assesses the impact 
over the next 5 years on the insurer’s financial position and financial condition under specific scenarios.

The financial position of an insurer is reflected by the amounts of assets, liabilities and equity in the balance 
sheet at a given date.

The financial condition of an insurer at a particular date is its prospective ability at that date to meet its future 
obligations, especially obligations to policyholders, those to whom it owes benefits and to its shareholders.

The purpose of the DCAT is
(cid:129)  to develop an understanding of the sensitivity of the total equity of the insurer and future financial 

condition to changes in various experience factors and management policies;

(cid:129)  to alert management to material, plausible and imminent threats to the insurer’s solvency;
(cid:129)  and to describe possible courses of action to address these threats.

Full DCAT testing has not yet been completed for certain insurers. However, limited sensitivity tests have been 
completed in accordance with DCAT scenarios for the following insurers:

(cid:129)  Sagicor Life Inc;
(cid:129)  Life of Jamaica Limited;
(cid:129)  Sagicor Life of the Cayman Islands Limited;
(cid:129)  Sagicor Capital Life Insurance Company Limited;
(cid:129)  Capital Life Insurance Company Bahamas Limited;
(cid:129)  Nationwide Insurance Company Limited.

These insurers have net actuarial liabilities totalling $1,619,331 or 74% of the Group total.

105

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

16.  ACTUARIAL LIABILITIES (continued)

The results are as follows.

(i)  Worsening rate of lapse. The scenario was tested in either of the following ways:

(cid:129)  For business which produces higher valuation reserves with an increase in lapse rates, the scenario 

lapse rates were increased. For business which produces higher valuation reserves with a decrease in 
lapse rates, the scenario lapse rates were reduced.

(cid:129)  The business was tested by applying a factor of 1.1 and 0.9 to the existing lapse rates. The 0.9 factor 

produced the higher valuation reserve and was included in the results.

Overall, this scenario produces adverse results.

(ii)  High interest rate. An assumed increase in portfolio rate of 1% per year for 5 years (LOJ - 0.5% per year for 

ten years) was tested in this scenario. Overall, this scenario produces favourable results.

(iii)  Low interest rate. An assumed decrease in portfolio rate of 0.25% for 5 years (LOJ – 0.5% per year for 10 

years) was tested in this scenario. Overall, this scenario produces adverse results.

(iv)  Worsening mortality and morbidity. To test this scenario, mortality and morbidity rates were increased for 
insurance and critical illness products and decreased for annuity products. For insurance and critical illness 
products, rates were increased by 3% of the base rate per year for 5 years. For annuity products, rates were 
decreased by 3% of the base rate for 5 years. Overall, this scenario produces adverse results.

(v)  Higher expenses. Higher unit maintenance expenses were tested by setting the unit expense rate for each 
projection year 5% greater than the unit expense rate assumed in the base scenario. Overall, this scenario 
produces adverse results.

(vi)  Level new business. New business planned for 2007 was maintained for the 5 year period. Overall, this 

scenario has no effect on the 2006 liabilities.

(vii)  Double new business. New business planned for the 5 year period was projected to grow at twice the rate 
of growth anticipated in the base scenario. Overall, this scenario has no effect on the 2006 liabilities.

The DCAT conducted has not tested any correlation that may exist between assumptions. The use of differing 
sensitivity rates by insurers reflects differences in the insurers’ environment.

106

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

16.  ACTUARIAL LIABILITIES (continued)

The following table represents the estimated sensitivity of each of the above scenarios to net actuarial liabilities 
totalling $1,619,331 at balance sheet date.

Scenario 

(i)  Worsening rate of lapse 
(ii)  High interest rate 
(iii)  Low interest rate 
(iv)  Worsening mortality / morbidity 
(v)  Higher expenses 
(vi)  Level new business 
(vii)  Double new business 

2006
(Increase)/decrease in
net actuarial liability

(58,378)
328,484 
(159,171)
(53,560)
(75,094)
-
-

17.  OTHER INSURANCE LIABILITIES

17.1  Analysis of other insurance liabilities

Dividends on deposit and other policy balances 
Policy benefits in the course of settlement 
Provision for unearned premiums 

17.2  Policy benefits in the course of settlement

(a)  Analysis of policy benefits in the course of settlement

Policy benefits in the course of settlement comprise:

2006 
121,750 
113,080 
70,572 
305,402 

2005
116,685
109,596
56,967
283,248

Life insurance and annuity benefits  
Health claims 
Property and casualty claims 

Gross liability 

Reinsurers’ share

2006 
70,536 
2,019 
40,525 
113,080 

2005 
64,826 
1,140  
43,630 
109,596 

2006 
21,700 
2,630 
17,673 
42,003 

2005
20,377
851
22,255
43,483

Health claims include $1,648 (2005 - $315) in provisions for claims incurred but not yet reported. Property and 
casualty claims include $8,209 (2005 – $8,744) in provisions for claims incurred but not yet reported.

107

 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

17.  OTHER INSURANCE LIABILITIES (continued)

(b)  Movement in policy benefits in the course of settlement

The movement in policy benefits in the course of settlement for the year is as follows:

Balance, beginning of year, as restated
(note 43) 
Amounts assumed on acquisitions 
Policy benefits incurred (note 30) 
Policy benefits paid  
Effect of exchange rate changes 
Balance, end of year  

Gross amount 

Reinsurers’ share

2006 

2005 

2006 

2005

109,596 
- 
621,915 
(616,677) 
(1,754)  
113,080  

150,908 
33,022 
432,607 
(505,028) 
(1,913) 
109,596 

43,483 
- 
112,457 
(113,206) 
(731) 
42,003 

90,883
10,263
44,456
(101,238)
(881)
43,483

(c)  Change in methodology and prior year adjustment

The method for computing the provision for claims incurred but not reported for property and casualty business 
was changed in 2006. The change provides a more comprehensive assessment of the provision. It was applied 
retroactively and resulted in increases in the gross liability of $6,822 as of December 31, 2004 and of $7,049 as 
of December 31, 2005. The reinsurers’ share of the liability decreased by $2,029 as of December 31, 2004 and 
by $913 as of December 31, 2005. These restatements are summarised in note 43.

17.3  Provision for unearned premiums

(a)  Analysis of provision for unearned premiums

The provision for unearned premiums arises from:

Property and casualty insurance 
Health insurance 

Gross liability 

Reinsurers’ share

2006 

2005 

2006 

2005

68,026 
2,546 
70,572 

53,857 
3,110 
56,967 

35,886 
- 
35,886 

24,662
-
24,662

108

 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

17.  OTHER INSURANCE LIABILITIES (continued)

(b)  Movement in provision for unearned premiums

The movement in the provision for unearned premium for the year is as follows:

Balance, beginning of year, as restated
(note 43) 
Amounts assumed on acquisitions 
Premiums written 
Premium revenue 
Effect of exchange rate changes 
Balance, end of year  

Gross amount 

Reinsurers’ share

2006 

2005 

2006 

2005

56,967 
- 
190,533 
(176,914) 
(14) 
70,572 

35,636 
21,131 
99,869 
(97,931) 
(1,738) 
56,967 

24,662  
- 
107,841 
(96,636) 
19 
35,886 

6,950
15,003
38,207
(35,325)
(173)
24,662

(c)  Change in methodology and prior year adjustment

The  method  for  computing  the  reinsurers’  share  of  the  provision  for  unearned  premiums  for  property  and 
casualty  business  was  adjusted  in  2006  to  exclude  the  effects  of  calendar  year  reinsurance  treaties.  The 
adjustment was applied retroactively and resulted in decreases of $6,449 as of December 31, 2004 and of $8,627 
as of December 31, 2005 in the reinsurers’ share of the provision for unearned premiums. These restatements 
are summarised in note 43.

18. 

INVESTMENT CONTRACT LIABILITIES

Deposit administration liabilities 
Other investment contracts 

18.1  Deposit administration liabilities

The effective interest rate of deposit administration liabilities is as follows:

Effective interest rate 

2006 

2005

352,388 
89,321 
441,709 

340,615
85,546
426,161

2006 

7.8% 

2005

7.8%

Deposit administration liabilities represent pension fund balances on deposit which are long term in nature and 
which are generally expected to be settled after one year.

109

 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

18. 

INVESTMENT CONTRACT LIABILITIES (continued)

18.2  Other investment contract liabilities

The  effective  interest  rate  and  contractual  maturity  profile  of  other  investment  contract  liabilities  are  as 
follows:

Effective interest rate 

Contractual maturity profile:
Repayable on demand or within one year 
Repayable between one and five years 
Repayable after five years 

19.  SENIOR NOTES AND LOANS PAYABLE

7.5% senior notes due 2016 
Bank loans 

2006 

7.9% 

48,698 
10,917 
29,706 
89,321 

2005

8.9%

52,828
15,459
17,259
85,546

December 31, 2006 
Fair 
Value 

Carrying  
Value 

December 31, 2005
Fair 
Value

Carrying  
Value 

293,030 
28,035 
321,065 

305,955 
28,035 
333,990 

- 
160,728 
160,728 

-
160,728
160,728

On May 12, 2006, Sagicor Finance Limited issued US$ 150 million senior notes which are guaranteed by the Company 
and another subsidiary. The notes are repayable 10 years after issue and the rate of interest is fixed for the duration. 
The notes are traded and are listed on the Luxembourg Euro MTF Market.

Bank loans are secured either by portfolios of investment securities or by the holdings in subsidiaries.

The effective interest rate and contractual maturity profile of senior notes and loans payable are as follows:

Effective interest rate 

Contractual maturity profile: 
Repayable within one year 
Repayable between one and five years 
Repayable after five years 

110

2006 

7.4% 

19,292 
11,788 
289,985 
321,065 

2005

4.9%

132,168
28,560
-
160,728

 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

20.  DEPOSIT AND SECURITY LIABILITIES

Other funding instruments: 
Loans for mortgage financing  
Loans for development financing 
Loans from commercial banks  
Deposits: 
Customer deposits 
Securities: 
Securities sold under agreements to
repurchase 
Bank overdrafts 
Total deposit and security liabilities 

December 31, 2006 
Fair 
Value 

Carrying  
Value 

December 31, 2005
Fair 
Value

Carrying  
Value 

247,585 
31,003 
11,081 

254,547 
31,003 
11,121 

252,704 
31,042 
12,496 

250,792
31,042
12,451

246,315 

246,315 

227,504 

227,504

948,836 
5,963 
1,490,783 

948,836 
5,963 
1,497,785 

907,987 
8,712 
1,440,445 

907,987
8,712
1,438,488

The  collateral  for  loans  for  mortgage  financing  and  securities  sold  under  agreements  to  resell  is  set  out  in  note 
11.2.

Un-disbursed facilities in respect of other funding instruments and bank overdrafts total approximately $3,558 (2005 
– $6,054).

(a)  Significant concentrations

Other funding instruments:   

Federal Home Loan Bank (FHLB) 

(b)  Effective interest rates

Other funding instruments 
Deposits 
Securities 

2006 

2005

241,310 

252,704

2006 
6.1% 
7.1% 
9.3% 

2005
5.6%
7.3%
10.0%

111

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

20.  DEPOSIT AND SECURITY LIABILITIES (continued)

(c)  Contractual maturity profiles

Other funding instruments  
Deposits 
Securities 
Bank overdrafts 

Other funding instruments  
Deposits 
Securities 
Bank overdrafts 

21.  PROVISIONS

Pension plans and other retirement benefits (note 32.2) 
Other 

22. 

INCOME TAX LIABILITIES

Deferred income tax liabilities (note 34) 
Income taxes payable 

112

2006

Repayable 
between 
one and 
five years 

35,582 
70,100 
703 
- 
106,385 

2005

Repayable 
between 
one and 
five years 

41,886 
47,952 
107 
- 
89,945 

Repayable 
within 
one year 

164,580 
156,550 
943,689 
5,963 
1,270,782 

Repayable 
within 
one year 

154,103 
163,665 
907,880 
8,712 
1,234,360 

Repayable 
after 
five years 

89,507 
19,665 
4,444 
- 
113,616 

Repayable 
after 
five years 

100,253 
15,887 
- 
- 
116,140 

2006 
35,925 
5,205 
41,130 

2006 
14,868 
22,487 
37,355 

Total

289,669
246,315
948,836
5,963
1,490,783

Total

296,242
227,504
907,987
8,712
1,440,445

2005
34,080
3,366 
37,446

2005
10,938
20,020 
30,958

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

23.   ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Amounts due to policyholders  
Amounts due to reinsurers 
Amounts due to managed funds 
Other accounts payable and accrued liabilities 

2006 
3,299 
135,533 
7,217 
111,282 
257,331 

2005
2,331
139,046
11,956 
120,557
273,890

Amounts due to reinsurers include $107,724 (2005 – $112,382) due to a reinsurer in respect of assets held in trust 
by the Group (see note 11.1).

24.  SHARE CAPITAL

The Company is authorised to issue an unlimited number of common shares issuable in series, and an unlimited 
number of preference shares issuable in series.

Issued and fully paid common shares:
Balance, beginning of year 
Allotments  
Balance, end of year 

Treasury shares:
Shares acquired by ESOP trustees 

Year ended December 31, 
2006 

Year ended December 31,
2005

Number of  
shares  
‘000 

Number of
shares
‘000 

$000  

265,553 
1,432 
266,985 

458,451 
5,652 
464,103 

260,030 
5,523 
265,553 

$000

432,495
25,956
458,451

(798) 

(3,633) 

- 

-

Total share capital 

266,187 

460,470 

265,553 

458,451

The Company’s shares are listed on the Barbados and Trinidad stock exchanges. On February 14, 2007, the Company’s 
shares were listed on the London stock exchange.

113

 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

25.  RESERVES

Fair value reserves

Year ended December 31, 2006

Balance, beginning of year, 
as restated (note 43) 

Unrealised gains arising on 
revaluation, net of taxes 
Gains transferred to income on 
disposal and impairment 
Retranslation of foreign operations 
Net gains/(losses) recognised 
directly in equity 
Value of employee services 
rendered 
Net change for the year 

Available 
for sale 
assets 

Owner 
occupied 
property 

Currency 
translation 
reserve 

112,013 

17,771 

(32,878) 

9,378 

1,290 

- 

(9,799) 
- 

- 
- 

- 
(12,744) 

(421) 

1,290 

(12,744) 

Share
based
payment 
reserves 

- 

- 

- 
- 

- 

- 
39 
(382) 

- 
- 
1,290 

- 
- 
(12,744) 

2,944 
- 
2,944 

- 
(1,422) 
(1,422) 

Statutory
reserves 

Total

9,620 

106,526

- 

- 
- 

- 

10,668

(9,799)
(12,744)

(11,875)

2,944
(1,383)
(10,314)

Balance, end of year 

111,631 

19,061 

(45,622) 

2,944 

8,198 

96,212

Year ended December 31, 2005

Fair value reserves 

Available 
for sale 
assets 

Owner 
occupied 
property 

Currency
translation 
reserve 

Statutory
reserves 

Total

Balance, beginning of year 

172,920 

12,971 

(25,486) 

7,289 

167,694

Unrealised gains arising on revaluation, 
net of taxes 
(Gains)/losses transferred to income on 
disposal and impairment 
Gains transferred to retained earnings 
on disposal 
Retranslation of foreign operations 
Net gains/(losses) recognised directly 
in equity 
Net change for the year 

4,967  

4,896 

- 

(65,874) 

- 

5,732(1)  

- 
- 

(96) 
- 

- 
(13,124) 

- 

- 

- 
- 

(60,907) 
- 
(60,907) 

4,800 
- 
4,800 

(7,392) 
- 
(7,392) 

- 
2,331 
2,331 

9,863

(60,142)

(96)
(13,124)

(63,499)
2,331
(61,168)

Balance, end of year 

112,013 

17,771 

(32,878) 

9,620 

106,526

(1) Restated amount (see notes 38 and 43).

114

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

26.  PARTICIPATING ACCOUNTS

The movements in the participating accounts during the year were as follows:

Balance, beginning of year: 
As previously stated 
Prior year adjustments (see below) 
As restated 
Net unrealised gains arising on available for 
sale investment securities 
Transfer from retained earnings to support the 
profit distribution to shareholders 
Return of transfer to support profit distribution 
to shareholders 
Return of seed capital to retained earnings 
Net income/(loss) for the year  
Balance, end of year 

Closed participating  
account  

Open participating
account

2006 

2005 

2006 

2005

13,964 
(3,424) 
10,540 

2 

- 

- 
- 
3,773  
14,315 

779 
(712) 
67 

235 

- 

- 
- 
10,238 
10,540 

20,683 
(10,303) 
10,380 

- 

- 

(511) 
- 
(4,379) 
5,490 

609
-
609

- 

13,994

(498)
(5,500)
1,775
10,380

During 2006, management reviewed the mechanisms for valuing policies in the participating funds and for accounting 
for these funds.

In notes 16.3(b)(i) and 16.3(e)(i), valuation changes are described to insurance policies included in the participating 
funds.  These  changes  have  also  given  rise  to  a  decrease  of  $2,298  in  2005  of  income  attributable  to  the  closed 
participating account and a decrease of $8,865 in 2005 of income attributable to the open participating account.

The  review  also  considered  the  method  for  allocating  investment  income  derived  from  the  assets  backing  the 
ancillary fund components of the two participating funds. In prior years this income was included in the income of the 
participating funds. Management has now determined that this income should be excluded from the income of the 
participating funds because it is the responsibility of the general operations of Sagicor Life Inc to support the ancillary 
funds in the two participating funds. This change is also consistent with the terms of the Demutualization Scheme, 
the Scheme of Amalgamation of Sagicor Life Inc and Life of Barbados Ltd, and with actuarial practice. Accordingly, 
the  allocation  of  investment  income  for  the  ancillary  funds  has  been  restated  from  the  establishment  of  the  first 
ancillary fund. In 2005, the change gave rise to a decrease of $620 in income attributable to the closed participating 
account and a decrease of $3,134 in income attributable to the open participating account.

Other  consequential  changes  have  given  rise  to  increases  in  2005  income  of  $206  and  $1,202  attributable  to  the 
closed  and  open  participating  accounts  respectively.  Prior  year  changes  to  the  participating  accounts  are  also 
summarised in note 43.

115

 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

26.  PARTICIPATING ACCOUNTS (continued)

The amounts in the financial statements relating to participating funds are as follows:

Assets 
Liabilities 
Revenues 
Benefits  
Expenses 
Income taxes 

27.  PREMIUM REVENUE

Life insurance 
Annuities 
Health insurance 
Property and casualty insurance 

Closed participating  
fund  

Open participating
fund

2006 
184,817 
170,502 
21,857 
14,569 
3,137 
378 

2005 
181,104 
170,564 
20,589 
6,208 
3,573 
570 

2006 
424,241 
418,751 
70,299 
55,659 
17,337 
1,682 

2005
403,784
393,404
68,045
44,197
20,615
1,458

Gross revenue 

2006 
463,205 
112,183 
227,095 
134,923 
937,406 

2005 
392,303 
85,302 
197,039 
74,063 
748,707 

Reinsurance expense
2005
2006 
57,726
75,016 
122
730 
8,452
11,324 
45,389
95,092 
111,689
182,162 

Gross revenue includes $38,377 (2005 - $24,640) in reinsurance assumed.

28.  NET INVESTMENT INCOME

Income:
Interest income:
  Debt securities 
  Mortgage loans 
  Policy loans 
  Finance loans and finance leases 
  Securities purchased under agreements to resell 
  Deposits 
  Other balances 

Dividend income 
Net gains on financial investments 
Rental income from investment property 
Net fair value gains on investment property 
Foreign exchange translation and trading 
Other investment income 

116

2006 

2005

284,681 
35,843 
15,346 
26,423 
8,056 
12,790 
271 
383,410 
12,551 
40,530 
10,690 
18,628 
5,739 
6,018 
477,566 

242,360
28,071
14,184
25,431
10,735
8,619
509
329,909
12,432
78,189
11,179
1,710
4,461
1,825
439,705

 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

28.  NET INVESTMENT INCOME (continued)

Income (page 116) 

Expenses
Allowances for impairment losses 
Direct operating expenses of investment property 
Other direct investment expenses 

Net investment income 

Interest from debt securities includes $2,648 (2005 - $2,881) from an associated company.

29.  FEES AND OTHER REVENUE

Fee income – assets under administration 
Fee income – deposit administration and policy funds  
Commission income on insurance and reinsurance contracts 
Other fees and commission income 
Other operating and miscellaneous income 

30.  POLICY BENEFITS AND CHANGE IN ACTUARIAL LIABILITIES

2006 

2005

477,566 

439,705

365 
2,610 
3,559 
6,534 

15,608
2,430
6,252
24,290

471,032 

415,415

2006 
23,393 
5,749 
22,680 
15,411 
19,882 
87,115 

2005
19,792
5,762
16,687
17,038
17,672
76,951

Policy benefits: 

Life insurance benefits  
Annuity benefits  
Health insurance claims 
Property & casualty insurance claims 

Total policy benefits  
Change in actuarial liabilities (note 16.2)  
Total policy benefits and change in actuarial liabilities 

Gross amount 

Reinsurers’ share

2006 

2005 

2006 

2005

258,844 
164,820 
165,606 
32,645 
621,915 
(35,135) 
586,780 

219,788 
58,676 
134,128 
20,015 
432,607 
66,379 
498,986 

47,873 
45,338 
6,705 
12,541 
112,457 
(53,062) 
59,395 

27,242
2,634
8,782
5,798
44,456
(6,267)
38,189

Gross policy benefits include $42,342 (2005 - $23,085) arising from reinsurance assumed.

31. 

INTEREST EXPENSE

Insurance contracts 
Investment contracts 
Other funding instruments 
Deposits 
Securities 
Other Items 

2006 
5,319 
35,002 
17,309 
16,163 
82,793 
2,153 
158,739 

2005
6,107
32,060
5,801
14,598
87,418
1,885
147,869

117

 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

32.  EMPLOYEE BENEFITS

Included in administrative expenses, commissions and related compensation are the following:

Administrative staff salaries, directors’ fees and other short-term benefits 
Employer contributions to social security schemes 
Equity compensation benefits 
Employer contribution to defined contribution pension schemes 
Costs – defined benefit pension schemes  
Costs – other retirement benefits  

2006 
111,539 
8,540 
3,436 
688 
4,978 
1,756 
130,937 

2005
91,272
7,082
6,773
1,026
4,672
1,403
112,228

The total number of administrative staff at December 31 was 1,764 persons (2005 – 1,627 persons).

32.1  Equity compensation benefits

(a)  The Company

Effective December 31, 2005, the company introduced a Long Term Incentive (LTI) plan for designated executives 
of the Sagicor Group and an Employee Share Ownership Plan (ESOP) for permanent administrative employees 
and sales agents of the Group. A total of 26,555,274 common shares of the Company (or 10% of shares then in 
issue) have been set aside for the purposes of the LTI plan and the ESOP.

(i)  LTI plan

Share  options  and  restricted  share  grants  have  been  granted  to  designated  key  management  of  the  Group 
during the year.

Options are granted at the fair market price of the shares at the time that the option is granted. 25% of the 
options each vest on the first, second, third and fourth anniversaries of the grant date. Options are exercisable 
up to 10 years from the grant date.

Restricted share grants have been granted to designated key management of the Group during the year. Share 
grants may vest over a four year period beginning at the grant date. The vesting of share grants is conditional 
upon the relative profitability of the Group as compared to a number of peer companies. Relative profitability 
is measured with reference to the financial year preceding the vesting date.

118

 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

32.  EMPLOYEE BENEFITS (continued)

The movement in share options and restricted share grants during the year is as follows:

Balance, beginning of year 
Granted during the year 
Vested during the year 
Balance, end of year 
Exercisable at the end of the year 

Share options 

Restricted share grants

Number of 
options 
‘000 
- 
932 
- 
932 
- 

Weighted

average  Number of 
grants 
exercise 
‘000 
price 
- 
- 
305 
B$ 3.95 
(91) 
- 
214 
B$ 3.95 
- 
- 

Weighted
average
fair value

-
B$ 3.95
B$ 3.95
B$ 3.95
-

Further details of share options and the assumptions used in determining their pricing are as follows:

Share price at grant date 
Fair value of options at grant date 
Expected volatility 
Expected life 
Expected dividend yield 
Risk-free interest rate 

Share options
B$3.95
B$1.38
35.8%
7.0 years
3.0%
6.0%

Effective December 31, 2005 and during 2006, the Company authorised further compensation to designated 
key management which, at the option of the recipient, could be settled either in cash or in shares issued by the 
Company, or by a combination of cash and shares. During 2006, 1,342,000 common shares were issued to key 
management out of the compensation awarded. These shares were issued at the market price prevailing at the 
exercise dates for a total value of $5,294.

(ii)  ESOP

During  the  year,  the  Company  approved  an  award  under  the  ESOP  in  respect  of  permanent  administrative 
employees and sales agents of the Company and Sagicor Life Inc. The ESOP is administered by Trustees under 
a discretionary trust. The amount awarded is used by the Trustees to acquire company shares. Administrative 
employees  and  sales  agents  are  required  to  serve  a  qualifying  period  of  five  years  from  the  award  date  in 
order to qualify as a beneficiary. Shares are distributed to beneficiaries upon their retirement or termination of 
employment.

During the year, 798,000 common shares have been acquired by the Trustees in order to satisfy current and 
future awards.

119

 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

32.  EMPLOYEE BENEFITS (continued)

(iii)  Expense

The expense recorded in the income statement in respect of the LTI plan and ESOP totalled $2,395.

(b)  Life of Jamaica Limited (LOJ)

Effective May 1, 2003, LOJ instituted a share based plan for executives. 150,000,000 ordinary shares (or 5% of 
the authorised share capital at that date) have been set aside for the plan.

Share options in LOJ shares are granted to key management of LOJ who have completed the minimum eligibility 
period of one year. Options are granted at a 25% discount of the last sale price on the Jamaica Stock Exchange 
on the trading day prior to the grant date and are exercisable at that price. Options are exercisable beginning 
one year from the date of grant and have a contractual term of five years.

The movement in share options was as follows:

Balance, beginning of year 
Options granted 
Balance, end of year 
Exercisable at the end of the year 

2006 

Weighted 

2005

Number of 
options 
‘000 
19,045 
4,047 
23,092 
9,682 

average  Number of 
options 
exercise 
‘000 
price 
14,959 
J$ 6.14 
4,086 
J$ 8.00 
19,045 
J$ 8.81 
3,739 
J$ 7.39 

Weighted
average
exercise
price
J$ 5.13
J$ 9.86
J$ 6.14
J$ 9.86

Further details of share options outstanding at December 31, 2006 are as follows:

Fair value of options outstanding  
Weighted average share price at grant date 
Exercise price 
Standard deviation of expected share price returns 
Weighted average remaining contractual term 
Risk-free interest rate 

Share options

J$15,463,000
J$ 2.70
J$ 2.30 – 5.67
34.0%
3 years
13.7%

The total expense recorded in the income statement in  respect of the share option plan totalled $179 (2005 
– $292).

LOJ has in place a share purchase plan which enables its administrative and sales staff to purchase shares at a 
discount. The proceeds from shares issued under this plan totalled $3,245 (2005 - $4,754).

120

 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

32.  EMPLOYEE BENEFITS (continued)

(c)  Pan Caribbean Financial Services Limited (PCFS)

PCFS offers share options to employees who have completed the minimum eligibility period of employment. 
Options  are  conditional  on  the  employee  completing  a  minimum  service  period  of  one  year.  Options  are 
forfeited if the employee leaves PCFS before the options vest. PCFS share options were granted as follows:

(i)  450,000 share options on February 7, 2002. These expired on December 31, 2006. The shares in respect of 
these options have been issued by PCFS and are held in an Employee Share Option Trust. The exercise price for 
these options is J$4.55. The remaining 290,000 of these options were taken up during the year.

(ii)   17,220,000 share options on March 8, 2004. These options expire on December 31, 2007. The exercise price 
for these options is J$10. The options were vested December 31, 2006. 7,500,000 of these options were vested 
and exercised in prior years. A further 5,168,000 vested options were exercised in 2006.

(iii)  816,800 share options on March 8, 2004. The exercise price for the options is J$10 less a 20%
discount. These options vested and were fully exercised in March 2005.

(iv)  1,200,000 share options on March 1, 2005. These options expire on February 28, 2009. The exercise price 
for the options is J$36.50. The options vest over four years – 25% on each anniversary date of the grant. 600,000 
of these options were forfeited and contracts for 450,000 were cancelled. 150,000 of the share options vested 
on March 1, 2006.

(v)  1,200,000 share options on March 1, 2006. These options expire on February 28, 2010. The exercise price 
for the options is J$19.29. The options vest over four years – 25% on each anniversary date of the grant.

The movement in share options was as follows: 

Balance, beginning of year 
Assumed on acquisition 
Options granted 
Options exercised 
Options lapsed/forfeited 
Balance, end of year 
Exercisable at the end of the year 

2006 

Weighted 

2005

Number of 
options 
‘000 
11,210 
- 
1,200 
(5,458) 
(1,050) 
5,902 
4,702 

average  Number of 
options 
exercise 
‘000 
price 
- 
J$ 12.70 
11,887 
- 
1,200 
J$ 19.29 
(1,817) 
J$ 9.71 
(60) 
J$ 36.50 
11,210 
J$ 12.56 
7,510 
J$ 10.85 

Weighted
average
exercise
price
-
J$ 9.80
J$ 36.50
J$ 10.00
J$ 4.55
J$ 12.70
J$ 10.20

The weighted average share price at the date of exercise for options exercised during the year was J$18.95.

121

 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

32.  EMPLOYEE BENEFITS (continued)

Further details of share options outstanding at December 31, 2006 are as follows:

Fair value of options outstanding  
Weighted average share price at grant date 
Exercise price 
Standard deviation of expected share price returns 
Weighted average remaining contractual term  
Risk-free interest rate 

Share options
J$ 32,400,000
J$ 13.18
J$ 10.00 - 36.50
30.0%
2 years
13.7%

The total expense recorded in the income statement in respect of the share option plan totalled $ 364 (2005 
– $ 656).

32.2  Employee retirement benefits

Certain Group subsidiaries have contributory defined benefit pension schemes in place for eligible administrative 
staff. Some subsidiaries also offer medical and life insurance benefits that contribute to the health care and life 
insurance coverage of retirees and beneficiaries.

The amounts recognised in the balance sheet are determined as follows:

Fair value of retirement plan assets 
Present value of retirement obligations 

Unrecognised actuarial (gains)/losses 
Amounts recognised in the balance sheet 

Represented by: 
Asset balances 
Liability balances 

Other retirement
benefits

Pension benefits 

2006 
130,680 
(163,592) 
(32,912) 
6,606 
(26,306) 

2005 
116,780 
(138,051) 
(21,271) 
(4,326) 
(25,597) 

2006 
1,939 
(14,421) 
(12,482) 
4,871 
(7,611) 

2,008 
(28,314) 
(26,306) 

2,195 
(27,792) 
(25,597)  

- 
(7,611) 
(7,611) 

2005
-
(9,117)
(9,117)
2,829 
(6,288)

-
(6,288)
(6,288)

Included in liability balances are interest bearing deposit administration fund balances totalling $33,690 (2005 
- $31,422) representing employee pension plan funds on deposit with the Group.

122

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

32.  EMPLOYEE BENEFITS (continued)

The amounts recognised in the income statement are determined as follows:

Current service cost 
Interest cost 
Net actuarial (gains)/losses recognised during 
the year 
Past service cost 
Expected return on retirement plan assets 
Total cost 

Pension benefits 

2006 

2005 

5,608 
12,697 

2,096 
348 
(15,771) 
4,978 

5,322 
10,519 

123 
696 
(11,988) 
4,672 

Other retirement
benefits

2006 

872 
1,109 

(6) 
- 
(219)  
1,756 

2005

734
670

(1)
-
-
1,403

The actual return on retirement plan assets was $14,488 (2005 – $10,573).

The movement in the amounts recognised in the balance sheet is as follows: 

Pension benefits 

Other retirement
benefits

2006 

2005 

2006 

2005

Amounts recognised, beginning of year 
Amounts recognised on subsidiaries acquired 
Total cost 
Contributions made 
Effects of exchange rate changes 
Amounts recognised, end of year 

(25,597) 
- 
(4,978) 
4,210 
59 
(26,306) 

(24,531) 
452 
(4,672) 
3,043 
111 
(25,597) 

(6,288) 
- 

(1,756)  
160 
273 
(7,611) 

(5,149)
(110)
(1,403)
154
220
(6,288)

The principal actuarial assumptions used were as follows:

Pension benefits 

Discount rate 
Expected return on plan assets 
Future salary increases 
Future pension increases 
Portion of employees opting for early
retirement 
Future changes in National Insurance
Scheme Ceilings 
Long term increase in health costs 

Jamaica 

Trinidad & 
Tobago 

12.0% 
14.0% 
9.5% 
3.5% 

0.0% 

0.0% 
n/a 

8.0% 
8.0% 
6.5% 
1.5% 

0.0% 

2.5% 
n/a 

Other 
retirement
benefits

Jamaica
12.0%
14.0%
9.5%
n/a

Barbados &
other
countries 
6.0% - 8.0% 
6.0% - 8.0% 
2.3% - 6.5% 
2.0% - 2.5% 

0.0% 

n/a

2.5% - 3.5% 
n/a 

n/a
11.0%

123

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

33. 

INCOME TAXES

The income tax expense is comprised of:

Current tax 
Deferred tax 
Share of tax of associated companies 

In summary, income tax is levied on the following sources of income:

Investment income subject to direct taxation 
Income from ordinary activities subject to direct taxation 
Total income subject to taxation 

2006 
27,566 
236 
16 
27,818 

2006 
124,852 
29,428 
154,280 

2005
17,514
6,516
16
24,046

2005
66,083
13,034
79,117

The income tax on the total income subject to taxation differs from the theoretical amount that would arise using the 
applicable tax rates as set out below:

Income subject to tax 

Tax calculated at the applicable rates on income subject to tax 
Adjustments to current tax for items not subject to tax or not allowed for tax 
Other current tax adjustments 
Adjustments for current tax of prior periods 
Movement in unrecognised deferred tax asset 
Deferred tax expense relating to the origination of temporary differences 
Deferred tax (income) expense relating to changes in tax rates 
and the imposition of new taxes 
Deferred tax income that arises from the reversal of a write down 
of a deferred tax asset 
Tax on distribution of profits from policyholder funds 
Other taxes 

2006 
154,280 

28,797  
(8,597)  

10 
1,963 
(203) 
1,325 

2005
79,117

13,091
(3,813)
(1,353)
(131)
10,549
(315)

(97)  

695

(1,958) 
3,002  
3,576 
27,818  

552
3,526
1,245
24,046

124

 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

34.  DEFERRED INCOME TAXES

Deferred income tax assets and liabilities are attributable to the following items:

Deferred income tax assets: 
Pensions and other retirement benefits 
Unused tax losses 
Other items 
Total (Note 13) 

Deferred income tax liabilities: 
Accelerated tax depreciation 
Policy reserves taxable in the future 
Pensions and other retirement benefits 
Accrued interest 
Unrealised gains on available for sale investments 
Other items 
Total (Note 22) 

These balances include the following

Deferred income tax assets to be settled after one year 
Deferred income tax liabilities to be settled after one year 

2006 

2005

1,411 
7,436 
(396) 
8,451 

1,332
7,693
(799)
8,226

2006 

2005

3,344 
372 
134 
1,373 
6,999 
2,646 
14,868 

2006 
7,537 
11,836 

2,192
372
75
397
5,884
2,018
10,938

2005
8,606
7,516

The  Group  has  not  recognised  potential  deferred  income  tax  assets  of  $44,847  (2005  –  $36,950)  arising  from 
unrecognised tax losses of $148,389 (2005 - $118,207).

Deferred  income  taxes  have  not  been  provided  for  income  taxes  that  would  be  payable  on  the  distribution  of 
retained earnings of certain subsidiaries because there is no intention to distribute those earnings. Due to a recently 
announced change in income tax rules to eliminate tax on overseas dividends, no tax liability is expected to arise in 
the future.

125

 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

35.  EARNINGS AND DIVIDENDS PER COMMON SHARE

35.1  Earnings per common share

The  basic  earnings  per  common  share  is  computed  by  dividing  the  net  income  for  the  year  attributable  to 
shareholders by the weighted average number of common shares in issue during the year, excluding treasury 
shares.

The computation of diluted earnings per common share recognises the dilutive impact of LTI share grants and 
share options and of ESOP shares grants.

2006 

2005 
Restated 

2005
Previously 
stated

Net income for the year attributable to shareholders 

135,325 

121,455 

136,562

Weighted average number of shares in issue in thousands 
LTI restricted share grants 
ESOP shares 
Adjusted weighted average number of shares in issue 

266,514 
70 
6 
266,590 

263,937 
- 
- 
263,937 

263,937
-
-
263,937

Basic earnings per common share 

50.8 cents 

46.0 cents 

51.7 cents

Fully diluted earnings per common share 

50.8 cents 

46.0 cents 

51.7 cents

35.2  Dividends per common share

In respect of the financial year 2005, the Company declared dividends totalling 12 cents per common share. The 
interim dividend was 6 cents which was declared and paid in 2005. The final dividend was 6 cents which was 
declared and paid in 2006.

In respect of the financial year 2006, the Company declared dividends totalling 13 cents per common share. 
The interim dividend was 6 cents which was declared and paid in 2006. The final dividend was 7 cents which 
was declared on April 4, 2007.

126

 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

36.  CASH FLOWS

The components of certain items in the cash flow statement are as follows:

OPERATING ACTIVITIES 

2006 

2005

Adjustments for non-cash items, interest and dividends
Interest and dividend income 
Net gains on financial investments and investment property 
Gain on business combinations and acquisitions 
Net increase in actuarial liabilities 
Interest expense 
Depreciation and amortisation 
Other items 

Changes in operating assets  
Investment property 
Debt securities 
Equity securities 
Mortgage loans 
Policy loans 
Finance loans and finance leases 
Securities purchased under agreements to resell 
Deposits 
Other assets and receivables  

(395,961) 
(59,158) 
- 
17,927 
177,578 
34,700 
13,713 
(211,201) 

2006 
5,999 
(86,200) 
56,168  
(72,375) 
(1,172) 
(16,908) 
22,171  
(30,210)  
1,485  
(121,042)  

(342,341)
(79,899)
(25,115)
72,646
153,140
25,636
18,691
(177,242)

2005
(2,688)
(144,400)
78,181
(38,153)
(303)
(53,623)
272,529
42,623
60,218
214,384

127

 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

36.  CASH FLOWS (continued)

The gross changes in investment property, debt securities and equity securities are as follows.

Investment property 
2005 

2006 

Debt securities 

2006 

2005 

Equity securities
2006 

2005

Disbursements 
Disposal proceeds 

(3,043) 
9,042 
5,999 

(8,873)  (1,538,210) 
1,452,010 
6,185 
(86,200) 
(2,688) 

(675,475) 
531,075 
(144,400) 

(58,953) 
115,121 
56,168 

(171,860)
250,041
78,181

Changes in operating liabilities 
Insurance liabilities 
Investment contract liabilities 
Other funding instruments 
Customer deposits 
Securities sold under agreements to repurchase 
Other liabilities and payables 

INVESTING ACTIVITIES 

Property, plant and equipment
Purchases 
Disposal proceeds 

FINANCING ACTIVITIES 

Senior notes and loans payable
Proceeds 
Repayments 

CASH AND CASH EQUIVALENTS 

For the purposes of the cash flow statement, cash and cash equivalents comprise:
Cash resources 
Financial investments with an initial term to maturity of 90 days or less 
Bank overdrafts 

128

2006 
10,897 
19,866 
(4,798) 
25,397 
77,158 
(3,383) 
125,137 

2005
(14,578)
18,438
(4,977)
48,674
6,740
(87,507)
(33,210)

2006 

2005

(26,605) 
3,915  
(22,690) 

(23,865)
5,570
(18,295)

2006 

2005

319,969 
(161,670) 
158,299  

162,905
(18,911)
143,994

2006 

2005

163,078 
357,597 
(5,963) 
514,712 

117,105
165,949
(8,712)
274,342

 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

37.  ASSETS AND LIABILITIES BY CURRENCY

ASSETS
Investment property 
Property, plant and equipment 
Investment in associated companies 
Intangible assets 
Financial investments 
Reinsurance assets  
Income tax assets 
Miscellaneous assets and 
receivables 
Cash resources 
Total assets 

LIABILITIES 
Policy liabilities
Actuarial liabilities 
Other insurance liabilities  
Investment contract liabilities  

Other liabilities
Senior notes and loans payable 
Deposit and security liabilities 
Provisions 
Income tax liabilities  
Accounts payable and accrued 
liabilities 
Total liabilities 

Barbados 
$ 

Balances denominated in 
Trinidad 
$ 

Jamaica 
$ 

US 
$ 

Other 
currencies 

2006

Total

101,078 
82,753 
249 
48,593 
679,801 
12,474 
5,275 

39,454 
17,118 
81 
133,413 
1,094,055 
2,115 
22,066 

40,548 
24,937 
28,128 
9,829 
479,699 
14,130 
576 

- 
9,424 
- 
3,450 
2,407,730 
570,428 
4,636 

76 
26,823 
25,213 
30,131 
388,359 
44,231 
4,112 

181,156
161,055
53,671
225,416
5,049,644
643,378
36,665

55,386 
29,104 
1,014,713 

52,641 
23,453 
1,384,396 

12,918 
18,204 
628,969 

63,674 
47,866 
3,107,208 

15,583 
56,740 
591,268 

200,202
175,367
6,726,554

686,837 
121,845 
110,159 
918,841 

- 
99,431 
12,892 
7,180 

273,032 
64,338 
104,720 
442,090 

- 
532,426 
11,248 
20,772 

369,292 
29,701 
131,599 
530,592 

1,198,142 
41,201 
43,452 
1,282,795 

219,865 
48,317 
51,779 
319,961 

2,747,168
305,402
441,709
3,494,279

88 
- 
7,393 
7,327 

320,977 
829,260 
609 
(12) 

- 
29,666 
8,988 
2,088 

321,065
1,490,783
41,130
37,355

28,888 
1,067,232 

45,248 
1,051,784 

15,158 
560,558 

131,281 
2,564,910 

36,756 
397,459 

257,331
5,641,943

Net position 

(52,519) 

332,612 

68,411 

542,298 

193,809 

1,084,611

129

 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

37.  ASSETS AND LIABILITIES BY CURRENCY (continued)

ASSETS
Investment property 
Property, plant and equipment 
Investment in associated companies 
Intangible assets 
Financial investments 
Reinsurance assets  
Income tax assets 
Miscellaneous assets and receivables 
Cash resources 
Total assets 

LIABILITIES 
Policy liabilities
Actuarial liabilities 
Other insurance liabilities  
Investment contract liabilities  

Other liabilities
Senior notes and loans payable 
Deposit and security liabilities 
Provisions 
Income tax liabilities  
Accounts payable and accrued 
liabilities 
Total liabilities 

Barbados 
$ 

98,699 
78,663 
253 
48,507 
700,281 
6,501 
5,907 
37,169 
29,920 
1,005,900 

Balances denominated in 
Trinidad 
$ 

Jamaica 
$ 

US 
$ 

Other 
currencies 

2005

Total

33,678 
18,782 
85 
156,009 
1,003,742 
4,247 
22,083 
64,534 
12,389 
1,315,549 

38,641 
20,790 
24,775 
9,847 
484,632 
10,004 
300 
14,363 
6,120 
609,472 

7,191 
5,369 
- 
3,447 
2,164,149 
623,564 
5,690 
45,800 
44,666 
2,899,876 

3,377 
24,644 
24,716 
22,377 
380,043 
42,332 
1,731 
41,022 
25,768 
566,010 

181,586
148,248
49,829
240,187
4,732,847
686,648
35,711
202,888
118,863
6,396,807

671,532 
105,132 
106,349 
883,013 

- 
85,571 
12,851 
3,098 

263,537 
19,102 
127,471 
410,110 

- 
513,912 
8,938 
18,080 

355,924 
28,801 
121,318 
506,043 

1,304,632 
58,912 
22,392 
1,385,936 

195,572 
71,301 
48,631 
315,504 

2,791,197
283,248
426,161
3,500,606

- 
861 
5,851 
4,579 

160,728 
817,406 
1,226 
2,516 

- 
22,695 
8,580 
2,685 

160,728
1,440,445
37,446
30,958

25,549 
1,010,082 

52,076 
1,003,116 

7,916 
525,250 

191,898 
2,559,710 

(3,549) 
345,915 

273,890
5,444,073

Net position 

(4,182) 

312,433 

84,222 

340,166 

220,095 

952,734

130

 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

38.  ACQUISITIONS

During 2005, the Group acquired control of:

(cid:129) 
(cid:129) 

(cid:129) 
(cid:129) 
(cid:129) 

The Pan Caribbean Financial Services Limited Group (PCFS);
The employee benefits insurance business of First Life Insurance Company Limited, hereinafter referred to 
as the EBA joint venture;
The individual life insurance business of First Life Insurance Company Limited;
Laurel Life Insurance Company (Laurel Life);
Cayman  General  Insurance  Company  Limited  (Cayman  General)  and  now  renamed  Sagicor  General 
(Cayman) Limited.

In the acquisition of PCFS and EBA, the Company issued 5,523,000 new shares which were recorded at the prevailing 
listed price on the Barbados Stock Exchange. In the same transaction, LOJ issued 919,227,731 shares to the vendor, 
which  were  independently  valued  at  J$3,493,065  for  the  purpose  of  the  transaction.  The  prevailing  listed  price  of 
J$12.50 for LOJ shares on the Jamaica Stock Exchange was not utilised since, because of the thinness of the market, 
this price was not an indicative fair value for a transaction of the size of shares involved. The independent valuation 
was  conducted  using  the  maintainable  earnings  approach  and  verified  by  comparable  company  and  comparable 
transactions data.

As a consequence of part of the consideration for the PCFS and EBA acquisitions being shares issued by LOJ, the 
Group reduced its interest in LOJ from 78% to 60% and recorded a gain of $12,938. The gain reflects differences 
in  the  values  of  shares  issued  to  the  minority  interest  shareholders  and  in  their  share  of  the  net  assets  after  the 
transaction. The goodwill and currency translation attributable to the 18% interest have also been charged against 
the gain and are reflected in these financial statements as a prior year adjustment of $13,831 to revenue, $8,099 to 
goodwill and $5,732 to currency translation (see notes 10, 25 and 43).

The Group also acquired an interest in an associated company, FamGuard Corporation Limited (Family Guardian).

In 2005, the Group accounted for the above acquisitions provisionally. Adjustments have now been incorporated in 
these financial statements, resulting in a decrease of $2,219 in the carrying amounts of goodwill and other intangible 
assets (see note 10). Finalised details of the above acquisitions are set out below.

131

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

38.  ACQUISITIONS (continued)

38.1  PCFS

(a)  Details of acquisition

On January 7, 2005, Life of Jamaica Limited (LOJ) acquired a 43% interest in PCFS. Combined with its previous 
6%  effective  interest,  LOJ  increased  its  interest  to  49%.  Because  of  certain  related  party  shareholdings  in 
PCFS on January 7 and a definitive agreement to purchase a further 37% interest in the company, the Group 
recognised it effectively had a controlling interest from this date.

Effective  May  6,  2005,  the  Company  and  LOJ  acquired  a  further  37%  interest  in  PCFS.  Between  July  1  and 
September 1, 2005, LOJ acquired further shareholdings totalling 1%.

PCFS  is  a  listed  company  on  the  Jamaica  Stock  Exchange  and  is  engaged  in  Jamaica  in  securities  dealing, 
merchant banking, foreign exchange dealing, corporate trust services and mutual fund management.

The fair values of the net assets acquired, the purchase consideration and the goodwill arising on the January 
7 acquisition are set out below.

Acquiree’s
Total fair value  carrying value
January 2005

January 2005 

2,920
25,227
1,237,064
5,069
17,086
24,898
(1,091,279)
(16,838)
(21,425)
182,722

2,920 
79,844 
1,237,064 
5,069 
17,086 
24,898 
(1,091,279) 
(16,838) 
(21,425) 
237,339 
116,249

118,160

1,911

Net assets acquired:
Property, plant and equipment 
Intangible assets (note 10) 
Financial investments 
Income tax assets 
Miscellaneous assets and receivables 
Cash resources 
Deposit and security liabilities 
Income tax liabilities  
Accounts payable and accrued liabilities 
Total net assets 
Share of net assets acquired by the Group 

Purchase consideration and related costs
Cash 

Goodwill arising on acquisition  

132

 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

38.  ACQUISITIONS (continued)

The  book  values  of  the  net  assets  acquired  and  the  purchase  consideration  and  gain  arising  on  the  May  6 
acquisition are set out below.

Share of net assets acquired by the Group 

Purchase consideration and related costs 
Cash 
Shares issued by the Company  
Shares to be issued by the Company 
Shares issued by LOJ 
Total purchase consideration 

Gain arising on the acquisition of minority interest 

90,976

643
14,537
939
62,856
78,975

12,001

The  gain  arising  on  acquisition  of  minority  interest  has  been  included  in  revenue  and  arose  when  the  PCFS 
interest  was  acquired  in  exchange  for  the  issue  of  shares.  The  agreement  to  purchase  these  shares  was 
negotiated in 2003 and the gain arising on the acquisition of the minority interest is partly as a result of a change 
in the relative values of the shares of the issuers and those of PCFS.

Other shareholdings in PCFS were acquired for cash consideration of $8,324 and generated additional goodwill 
of $3,903.

The total goodwill arising on the PCFS acquisition is as follows:

Arising on acquisition of 49% interest 
Arising on acquisition of 1% interest 

Total goodwill arising (note 10) 

1,911
3,903

5,814

In  Jamaica,  it  is  common  for  shares  of  listed  financial  services  entities  to  trade  above  their  related  book 
values. The intangible assets recognised in these transactions and the resulting goodwill are reflections of the 
profitability of PCFS and the synergies and opportunities it brings to the Group.

(b)  Details of net income

Net income for the year per acquiree’s financial statements 
Amortisation of identified intangible assets 
Adjusted net income consolidated by the Group 

2005
33,158
(7,028)
26,130

133

 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

38.  ACQUISITIONS (continued)

38.2  EBA joint venture

(a)  Details of acquisition

Effective April 1, 2005, LOJ acquired the remaining 50% interest in the EBA joint venture. The Group previously 
held the other 50% interest in the EBA joint venture.

Net assets acquired:
Property, plant and equipment 
Intangible assets (note 10) 
Financial investments 
Reinsurance assets  
Miscellaneous assets and receivables 
Cash resources 
Actuarial liabilities 
Deposit administration liabilities  
Other policy liabilities 
Loans payable 
Income tax liabilities  
Accounts payable and accrued liabilities 
Total net assets acquired 

Purchase consideration and related costs
Shares issued by the Company 
Shares to be issued by the Company 
Shares issued by LOJ 
Total purchase consideration 

Goodwill arising on acquisition (note 10) 

Total fair value 

Acquiree’s
(restated)  carrying value

167
-
63,065
338
9,297
4,713
(24,662)
(25,458)
(10,129)
(1,767)
(234)
(3,898)
11,432

167 
33,908 
63,065 
338 
9,297 
4,713 
(24,662) 
(25,458) 
(10,129) 
(1,767) 
(234) 
(4,082) 
45,156 

11,419
739
49,383
61,541

16,385

In Jamaica, it is common for shares of listed financial services entities to trade above their related book values. 
The employee benefits business was acquired from a listed Jamaica company. The intangible assets recognised 
in these transactions and the resulting goodwill are therefore reflections of market conditions and the further 
synergies which the acquisition brings to the Group.

134

 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

38.  ACQUISITIONS (continued)

(b)  Details of acquiree’s’ net income

Net income for the year per acquiree’s financial statements 
Amortisation of identified intangible assets 
Adjusted net income consolidated by the Group 

38.3  First Life individual life insurance business

(a)  Details of acquisition

2005
12,708
(1,341)
11,367

Effective  April  1,  2005,  LOJ  acquired  the  individual  life  insurance  business  of  First  Life  Insurance  Company 
Limited.

Net assets acquired:
Financial investments 
Reinsurance assets  
Income tax assets 
Miscellaneous assets and receivables 
Cash resources 
Actuarial liabilities 
Other policy liabilities  
Accounts payable and accrued liabilities 
Total net assets acquired 

Purchase consideration and related costs
Cash 

Goodwill arising on acquisition (note 10) 

Total fair value 

Acquiree’s
(restated)  carrying value

11,813
40
47
1,355
508
(9,045)
(4,101)
(617)
-

11,813 
40 
47 
1,355 
508 
(9,045) 
(4,101) 
(617) 
- 

3,856

3,856

In Jamaica, it is common for shares of listed financial services entities to trade above their related book values. 
The individual life insurance business was acquired from a listed Jamaica company. The goodwill recognised in 
this transaction is therefore a reflection of market conditions and the further synergies which the acquisition 
brings to the Group.

(b)  Details of acquiree’s net income

The acquired individual life insurance business has been integrated into the Group’s operations, and it is not 
possible to determine the net income arising from the acquired business.

135

 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

38.  ACQUISITIONS (continued)

38.4  Laurel Life

(a)  Details of acquisition

On  September  30,  2005,  Sagicor  USA  Inc  acquired  a  100%  interest  in  Laurel  Life.  American  Founders  Life 
Insurance Company (now renamed Sagicor Life Insurance Company) is the operating subsidiary of Laurel Life 
and provides life insurance and annuity products in the USA.

The fair values of the net assets acquired and the purchase consideration are set out below.

Net assets acquired:
Property, plant and equipment 
Intangible assets (note 10) 
Financial investments 
Reinsurance assets  
Income tax assets 
Miscellaneous assets and receivables 
Cash resources 
Actuarial liabilities 
Other policy liabilities  
Deposit and security liabilities 
Income tax liabilities  
Accounts payable and accrued liabilities 
Total net assets acquired 

Purchase consideration and related costs
Cash 
Goodwill arising on acquisition (note 10) 

Total fair value 

Acquiree’s
(restated)  carrying value

1,734
62,192
1,120,394
647,894
2,854
11,178
2,632
(1,367,380)
-
(242,916)
-
(223,706)
14,876

3,908 
724 
1,118,800 
625,064 
- 
14,704 
2,632 
(1,221,118) 
(45,978) 
(248,362) 
(2,902) 
(131,880) 
115,592 

117,557
1,965

The acquiree’s carrying value is stated in accordance with generally accepted accounting practice in the United 
States of America, since IFRS values were computed only in conjunction with the fair value restatement.

(b)  Details of acquiree’s net income

Laurel  Life’s  net  income  from  acquisition  date  to  December  31,  2005  amounted  to  $2,734  which  has  been 
consolidated by the Group. Prior to acquisition, Laurel Life did not prepare financial statements conforming to 
IFRS and as a result its net income for 2005 is not available.

136

 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

38.  ACQUISITIONS (continued)

38.5  Cayman General

(a)  Details of acquisition

On  November  30,  2005,  LOJ  acquired  a  51%  interest  in  Cayman  General.  Cayman  General  is  engaged  in 
property, casualty, group health and group life insurance in the Cayman Islands. The fair values of the net assets 
acquired, the purchase consideration and the goodwill arising are set out below.

Net assets acquired:
Property, plant and equipment 
Intangible assets (note 10) 
Financial investments 
Reinsurance assets  
Miscellaneous assets and receivables 
Cash resources 
Other policy liabilities  
Accounts payable and accrued liabilities 
Total net assets 
Share of net assets acquired by the Group 

Purchase consideration and related costs
Cash 
Goodwill arising on acquisition (note 10) 

(b)  Details of acquiree’s net income

Total fair value 

Acquiree’s
(restated)  carrying value

2,250
372
103
33,489
16,254
23,291
(28,266)
(24,830)
22,663

2,250 
9,776 
103 
33,489 
16,254 
23,291  
(28,266) 
(24,828) 
32,069 
16,355

20,043
3,688

Net income after acquisition and consolidated by the Group amounted to $692. In the opinion of management, 
it is impractical to derive the acquiree’s net income for the year ended December 31, 2005, as the acquiree’s 
year end was not coterminous with the Group and the information is not readily available.

137

 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

38.  ACQUISITIONS (continued)

38.6  Family Guardian

(a)  Details of acquisition

On December 28, 2005, Sagicor Life Inc acquired a 20% shareholding in Family Guardian. Family Guardian is a 
listed company on the Bahamas International Securities Exchange and is engaged in life and health insurance 
and annuities.

Group’s share of net assets acquired 
Cash consideration 
Goodwill arising on acquisition  

2005
(restated)
20,916
24,838
3,922

The market value, as determined by the listed price of Family Guardian’s shares, of the Group’s shareholding 
amounted to $24,200 as of December 31, 2005. At acquisition date, a strategic alliance with Family Guardian 
was formalised through which the Group anticipates benefits from future operational synergies.

(b)  Details of net income and fair value

The Group has not recognised any net income or loss between the acquisition date and December 31, 2005.

39.  COMMITMENTS

Effective December 1, 2006, Sagicor Capital Life Insurance Company Limited entered into a transfer and assumption 
agreement  to  acquire  an  insurance  portfolio  in  the  Netherlands  Antilles  and  Aruba.  The  agreement  is  subject  to 
regulatory  approvals.  The  liabilities  to  be  assumed  are  estimated  at  $78,225  and  the  effective  purchase  price  is 
estimated at $5,336.

In  the  normal  course  of  business,  the  Group  has  entered  into  commitments  at  balance  sheet  date  for  which  no 
provision has been made in these financial statements. Such commitments include the following:

Loan advances 
Expenditure on real estate 
Operating lease agreements and rental payments 
Customer guarantees and letters of credit  

2006 
94,745 
5,980 
11,778 
9,182 

2005
44,824
19,229
8,543
6,751

There are equal and offsetting claims against customers in the event of a call on the above commitments for 
customer guarantees and letters of credit.

138

 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

40.  CONTINGENT LIABILITIES

(a)  Legal proceedings

During the normal course of business, the Group is subject to legal actions which may affect the reported amounts 
of liabilities, benefits and expenses. Management considers that any liability from these actions, for which provision 
has not been already made, will not be material.

(b)  Tax assessments

The Group is also subject to tax assessments during the normal course of business. Adequate provision has been made 
for all assessments received to date and for tax liabilities accruing in accordance with management’s understanding 
of  tax  regulations.  Potential  tax  assessments  may  be  received  by  the  Group  which  are  in  addition  to  accrued  tax 
liabilities. No provisions have been made in these financial statements for such potential tax assessments.

(c) 

Insurance contracts

The Group develops and markets insurance products under various types of insurance contracts. The design of these 
products is consistent with international best practice and reflects the current thinking at the time of development. 
The Group keeps its products under review to ensure that they meet both policyholder and company expectations.

One such insurance product is the universal life product which was developed and launched in 1987 in Jamaica. The 
design of a Universal Life policy is such that on realistic assumptions, the fund value built-up from premiums paid 
and from investment earnings is required in later years to pay the administrative costs and mortality charges.

A review of the Universal Life policies portfolio in Jamaica revealed that approximately 17,000 policies were affected 
by fund values which were insufficient to cover these costs through the life of the policies.

Once  the  problem  was  recognised,  the  company  initiated  discussion  with  the  Regulators,  the  Financial  Services 
Commission (FSC), as a result of which the affected policyholders were given the opportunity to reduce their existing 
coverage under the policies or to increase the premiums at their expense. More than 90% of these policyholders have 
already agreed to adjustments to their policies.

The  Group  estimates  that  less  than  1%  of  the  affected  policyholders  have  filed  complaints  with  the  FSC,  which 
carried out investigations and made a submission to the company. The FSC suggested a number of alternatives to 
remedy the problem.

The Group is in discussions with the FSC on the matter. The cost, if any, of resolving this issue cannot be quantified 
at this time.

139

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

41.  ASSETS UNDER ADMINISTRATION

In the ordinary course of business, the Group manages assets of pension funds, mutual funds, unit trusts and other 
assets which are not included in the group’s balance sheets. The invested and cash assets under administration by 
geographical segment are as follows:

Barbados 
Jamaica 
Trinidad & Tobago 
Other Caribbean  

42.  RELATED PARTY TRANSACTIONS

(a)  Key management

2006 

2005

724,245 
1,471,107 
20,104 
75,023 
2,290,479 

733,565
1,333,611
17,600
69,878
2,154,654

Key  management  comprises  directors  and  senior  management  of  the  Company  and  of  Group  subsidiaries.  Key 
management includes those persons at or above the level of Vice President or its equivalent. Compensation of and 
loans to these individuals were as follows:

Compensation 
Salaries, directors’ fees and other short-term benefits 
Equity compensation benefits 
Pension and other retirement benefits 

Loans 
Balance, beginning of year 
Advances 
Repayments 
Effects of exchange rate changes 
Balance, end of year 

2006 
24,344 
2,724 
1,110 
28,178 

Other 
loans 
791 
117 
(445) 
(14) 
449 

2005
17,196
6,773
401
24,370

Total
loans
6,499
2,309
(995)
(14)
7,799

Mortgage 
loans 
5,708 
2,192 
(550) 
- 
7,350 

The Company has not advanced any loans to key management. All loans have been advanced by Group subsidiaries. 
Mortgage loans bear interest at rates from 4% to 8%. Other loans bear interest at rates from 5% to 11%.

(b)  Employee pension plans

Certain Group subsidiaries have employee pension plans which are administered by the Group as segregated pension 
plans. The assets of the segregated pension plans at December 31, 2006 amounted to $132,997 (2005 - $116,806) 
and are included in the assets under administration referred to in note 41.

140

 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

42.  RELATED PARTY TRANSACTIONS (continued)

(c)  First Jamaica Investment Limited (First Jamaica)

In 2005, The Group acquired a 37% shareholding in PCFS and the remaining 50% interest EBA (see note 38), from 
First Jamaica (formerly First Life Insurance Company Limited). As a result of these transactions which are set out 
in note 38, First Jamaica holds a 25% interest in LOJ and is a significant minority interest. Because of the size of 
this shareholding, First Jamaica is considered to be a related party. As of December 31, the Group has the following 
balances with First Jamaica:

Financial investments 
Accounts receivable 
Accounts payable 

2006 
8,890 
3,000 
6,362 

2005
4,970
7,856
6,138

141

 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

43.  RESTATEMENT AND RECLASSIFICATION

Adjustments to intangible assets, policy liabilities, participating accounts and gains arising on business combinations, 
have been applied retroactively as indicated in notes 10, 16.3, 17.2, 17.3, 26 and 38 respectively.

Reclassification has also been made to some prior year numbers to conform to the current year reporting.

The effect of these changes to the 2005 balance sheet, 2005 income statement and 2004 balance sheet is summarised 
in the following tables.

December 31, 2005

Effect of changes to

Previously
stated

Business
combinations

Policy
liabilities

Restatement & 
reclassification
Ancillary
fund
interest

Other

250,505 
696,188 
5,470,500 
6,417,193 

2,777,231 
276,199 
2,370,156 
5,423,586 

458,451 
100,794 
188,304 
747,549 
34,647 
211,411 
993,607 

(10,318) 
- 
- 
(10,318) 

- 
- 
- 
- 

- 
5,732 
(13,969) 
(8,237) 
- 
(2,081) 
(10,318) 

- 
(9,540) 
- 
(9,540) 

13,966 
7,049 
- 
21,015 

- 
- 

(12,978)  
(12,978) 
(9,755) 
(7,822) 
(30,555) 

- 
- 
- 
- 

- 
- 
- 
- 

- 
- 
4,466 
4,466 
(4,466) 
- 
- 

- 
- 
(528) 
(528) 

- 
- 
(528) 
(528) 

- 
- 
(494) 
(494) 
494  
- 
- 

Total

240,187
686,648
5,469,972
6,396,807

2,791,197
283,248
2,369,628
5,444,073

458,451
106,526
165,329
730,306
20,920
201,508
952,734

Balance sheet
Intangible assets 
Reinsurance assets 
Other items 
Total assets 

Actuarial liabilities 
Other insurance liabilities  
Other items 
Total liabilities 

Share capital  
Reserves 
Retained earnings 
Total shareholders’ equity 
Participating accounts 
Minority interest 
Total equity 

142

Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

43.  RESTATEMENT AND RECLASSIFICATION (continued)

December 31, 2005

Effect of changes to

Previously
stated

Business
combinations

Policy
liabilities

Restatement of 
ancillary fund interest

Total

Income statement
Gains arising on business 
combinations and 
acquisitions 
Other items 
Total revenue 

38,946 
1,135,035 
1,173,981 

(13,831) 
- 
(13,831) 

Net policy benefits and 
change in actuarial liabilities  
Other items 
Total benefits and expenses 

447,720 
502,606 
950,326 

- 
138 
138 

- 
(2,178) 
(2,178) 

13,077 
- 
13,077 

223,655 
(24,046) 
199,609 

(13,969) 
- 
(13,969) 

(15,255) 
- 
(15,255) 

Income from ordinary 
activities 
Income taxes 
Net income for the year 

Net income attributable to: 
Shareholders 
Participating policyholders 
Minority interest 

- 
- 
- 

- 
- 
- 

- 
- 
- 

25,115
1,132,857
1,157,972

460,797
502,744
963,541

194,431
(24,046)
170,385

136,562 
25,522 
37,525 
199,609 

(13,969) 
- 
- 
(13,969) 

(4,892) 
(9,755) 
(608) 
(15,255) 

3,754 
(3,754) 
- 
- 

121,455
12,013
36,917
170,385

143

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

NOTES TO THE FINANCIAL STATEMENTS

Year ended December 31, 2006 

Amounts expressed in Barbados $000 

43.  RESTATEMENT AND RECLASSIFICATION (continued)

Balance sheet
Reinsurance assets 
Other items 
Total assets 

Other insurance liabilities  
Other items 
Total liabilities 

Share capital & reserves 
Retained earnings 
Total shareholders’ equity 
Participating accounts 
Minority interest 
Total equity 

Previously
stated

109,200 
3,028,687 
3,137,887 

272,240 
2,105,859 
2,378,099 

600,189 
93,079 
693,268 
1,388 
65,132 
759,788 

December 31, 2004

Effect of changes to 
policyliabilities

Restatement of 
ancillary fund interest

(8,478) 
- 
(8,478) 

6,822 
- 
6,822 

- 

(8,086)  
(8,086) 
- 
(7,214) 
(15,300) 

- 
- 
- 

- 
- 
- 

- 
712 
712 
(712) 
- 
- 

Total

100,722
3,028,687
3,129,409

279,062
2,105,859
2,384,921

600,189
85,705
685,894
676
57,918
744,488

144

 
 
 
 
 
 
 
 
 
Sagicor Financial Corporation

Executive Management

Mr  Dodridge D Miller, FCCA, MBA, LLM

Mr   Dodridge  Miller  was  appointed  President  and  Chief 
Executive  Officer  of  The  Mutual  Group  of  Companies, 
now  Sagicor,  on  July  1,  2002,  having  previously  held  the 
positions  of  Treasurer  and  Vice  President,  Finance  and 
Investments,  Deputy  Chief  Executive  Officer  and  Chief 
Operating Officer. 

Mr   Miller  joined  the  Group  in  1989.  He  was  elected  a 
Director of The Mutual Group in 2001. He is the Chairman 
of  the  Group’s  main  operating  subsidiaries,  Sagicor  Life 
Inc,  Life  of  Jamaica  Limited  and  Sagicor  Life  Insurance 
Company. 

Mr   Miller  is  a  Fellow  of  the  Association  of  Chartered 
Certified  Accountants  (United  Kingdom),  and  obtained 
his  MBA  from  the  University  of  Wales  and  Manchester 
Business  School,  United  Kingdom.  He  holds  an  LLM  in 
Corporate and Commercial Law from the University of the 
West Indies.  He has more than 20 years’ experience in the 
insurance and financial services industries.

Mr  Richard Byles, BSc, MSc
President and Chief Executive Officer, LOJ

Mr   Richard  Byles  is  the  President  and  CEO  of  Life  of 
Jamaica Ltd. Mr  Byles is the Chairman of Pan Caribbean 
Financial Services Limited. During his tenure as CEO of the 
Pan Jam Group, Mr  Byles was responsible for a number 
of  mergers,  acquisitions  and  other  strategic  business 
initiatives which have had a profound and positive impact 
on the performance of that Group.

Mr  Byles is a graduate of the University of the West Indies. 
He  holds  a  BSc  in  Economics  and  an  MSc  in  National 
Development  from  the  University  of  Bradford,  England. 
He  is  Chairman  of  Red  Stripe  and  the  National  Water 
Commission.

Mrs Patricia Downes-Grant
President and Chief Executive Officer Sagicor Life Inc

Dr.  Patricia  Downes-Grant  was  appointed  President  and 
Chief Executive Officer on January 1, 2006, having served 
as Group Chief Operating Officer, since July 1, 2002.  She 
joined Sagicor in 1991 and held several senior positions, 
including  those  of  Vice  President,  (Investments),  and 
Treasurer  and  Executive  Vice  President  (Finance  and 
Investments)  before  being  appointed  Chief  Executive 
Officer.

She holds an MBA in Finance, an MA in Economics, and a 
Doctorate in Business Administration (Finance).

in 

joining  Sagicor,  Dr.  Downes-Grant  was  a 
Prior  to 
Senior  Manager 
the  Management,  Consulting 
and  Insolvency  Division  of  Coopers  &  Lybrand  (now 
PricewaterhouseCoopers). Dr. Downes-Grant has also had 
significant work experience in development banking. She 
is a former Chairman of the Barbados Stock Exchange and 
Barbados Central Securities Depository and a Director of 
several  companies  within  Sagicor  and  the  private  sector 
of Barbados.

Mr  George Estock, BSc, MBA
President,  Sagicor  International  Management  Services 
Limited  and  President  and  CEO,  Sagicor  Allnation 
Insurance Company

In  1996,  Mr   George  Estock  joined  the  Barbados  Mutual 
Life  Assurance  Society  as  President  of  the  U.S.-based 
subsidiary,  Sagicor  International  Management  Services. 
He also holds the position of President and CEO of Sagicor 
Allnation  Insurance  Company.  He  has  over  15  years’ 
experience in the Life Insurance and Property & Casualty 
business.

Prior to joining Sagicor, Mr  Estock spent several years with 
CIGNA;  the  U.S.-based  multinational  insurance  carrier, 
working in their U.S. domestic personal lines and Property 
&  Casualty  Division,  and  was  Director  of  Planning  and 
Control of CIGNA’s International Reinsurance Division. He 
was then appointed President of CIGNA Life and Health 
Operations for the United Kingdom and, on his return to 
the U.S., he served as Regional Vice President-Americas, 
for  CIGNA’s  Life  and  Health  Operations  for  Canada,  the 
Caribbean, and Latin America.

Mr   Estock  has  a  Degree  in  Political  Economics  from 
the  University  of  Delaware  and  a  Masters  in  Business 
Administration from Wilmington College.

145

Sagicor Financial Corporation

Executive Management

Mr  J. Andrew Gallagher, FSA, FCIA
Chief Risk Officer

Ms. Maxine MacLure, BSc, MEd, MBA
President  and CEO, Sagicor USA Inc.

Mr   Andrew  Gallagher  joined  Sagicor  in  August  1997  as 
Resident  Actuary.  He  holds  a  Bachelor  of  Mathematics 
degree  from  the  University  of  Waterloo,  and  is  both  a 
Fellow of the Canadian Institute of Actuaries and a Fellow 
of  the  Society  of  Actuaries.  Prior  to  joining  Sagicor, 
Mr   Gallagher  worked  with  Eckler  Partners  in  Toronto  in 
their financial institutions practice. He has over 20 years 
of experience in the industry.

Mr  Keston Howell, BSc
Executive Vice-President, Merchant Banking

Mr   Keston  Howell  joined  Sagicor  in  July  2005,  with 
responsibility  for  the  establishment  of  Sagicor  Merchant 
Bank as well as the overall banking strategy for the Group. 
He  has  worked  in  the  banking  industry  for  17  years,  the 
last seven of which were at the senior executive level. He 
brings to Sagicor considerable knowledge and experience 
in  Corporate  and  Investment  Banking.  Mr   Howell’s 
responsibilities  over  the  years  have  included  day-to-day 
banking  operations,  building  and  fostering  relationships 
with  institutional  investors  in  the  English  and  Dutch-
speaking  Caribbean.  Other  key  areas  in  which  he  has 
had  responsibility  are  asset/liability  management,  and 
ensuring  regulatory  compliance  with  securities  laws  in 
various  jurisdictions.  Mr   Howell  holds  a  BSc  (Hons)  in 
Management  Studies  from  the  University  of  the  West 
Indies.

Ms. Maxine MacLure was appointed President and CEO of 
Sagicor USA in 2004.  In September 2005, she successfully 
completed  the  Group’s  acquisition  of  its  first  US  life 
insurance  subsidiary,  American  Founders  Life  (AFLIC) 
and oversaw its integration into the Sagicor Group.  Ms. 
MacLure  joined  Sagicor  in  December  2001  as  President 
and CEO of Life of Jamaica.  She effectively managed that 
company  through  its  merger  with  Island  Life  Insurance 
Company.  

Prior to joining the Sagicor Group, Ms. MacLure was General 
Manager of Insurance for the Jamaican Government, and 
led a two-year joint insurance reform project sponsored by 
the Inter-American Development Bank and the Jamaican 
Government, where she participated in the resolution of 
the financial sector crisis.  She also spent seven years as a 
Senior Government Financial Sector Regulator in Canada. 

Ms.  MacLure  has  am  Masters  degree  in  Education  from 
Western Washington University in the United States, a BSc 
from the University of Manitoba, Canada, with a major in 
Mathematics, and an MBA from the Richard Ivey School of 
Business at the University of Western Ontario, Canada.

Mr  Philip N. W. Osborne BSc, FCA
Chief Financial Officer

Mr   Osborne  has  held  senior  finance  positions  in  life 
insurance for over 17 years, having joined Life of Barbados 
Limited  (then  a  Barbados  based  life  insurer)  in  1989. 
Subsequently  in  1996,  he  was  appointed  a  Director  of 
Life of Barbados and remained so through its acquisition 
by  and  its  eventual  amalgamation  with  Sagicor  Life  Inc. 
Mr   Osborne  was  appointed  Chief  Financial  Office  for 
the  Group  in  2003.    He  is  currently  a  director  of  three 
subsidiaries in the Sagicor Group and of Almond Resorts 
Inc., a publicly listed company in Barbados.

Mr   Osborne  is  a  U.K.  trained  chartered  accountant  and 
has  worked  in  professional  accounting  firms  in  London 
and  Barbados  over  a  ten  year  period.    He  also  holds  a 
BSc  in  Mathematics  with  Computer  Science  from  the 
University of London. 

146

Sagicor Financial Corporation

Ms. Sandra Osborne, S.C.M., BSc, LLB, FCIS
Executive Vice President, General Counsel and Secretary

Mrs Melba Smith, BA 
Vice President, Corporate Communications

Mrs Melba Smith is a Communications professional with 
over  25  years’  experience  in  business  communication, 
public relations and management.    Prior to joining Sagicor 
in  2002  as  Vice  President,  Corporate  Communications, 
Mrs  Smith  was  the  General  Manager  of  the  Caribbean 
Broadcasting  Corporation,  a  position  she  held  for  7 
years.  She  was  also  a  Board  member  of  the  Caribbean 
Broadcasting  Union  and  became  that  Institution’s  first 
female President in 2000.

Mrs Smith, a graduate of the University of the West Indies, 
holds a BA (Hons), and a Post Graduate Diploma in Mass 
Communication,  and  is  a  member  of  the  International 
Association of Business Communicators.

Ms. Sandra Osborne is an Attorney-at-Law and Chartered 
Secretary who joined Sagicor in 1989. She has almost 30 
years’  experience  in  the  legal  and  corporate  secretarial 
field, having previously practiced as a Crown Counsel and 
at the private Bar in civil practice in Barbados. Ms. Osborne 
holds a BSc (Hons) in Political Science and an LLB (Hons) 
from  the  University  of  the  West  Indies  and  a  Certificate 
in  Legal  Education,  Hugh  Wooding  Law  School,  Council 
of  Legal  Education,  Trinidad.  She  is  also  a  Fellow  of  the 
Institute  of  Chartered  Secretaries  and  Administrators  in 
Canada,  and  holds  an  Executive  Development  Program 
Certificate from Kellogg Graduate School of Management, 
Northwestern University, United States.

Mr  Ravi Rambarran, BSc, MSc, FIA
Executive Vice President, Strategy

Mr  Ravi Rambarran’s work experience includes Pensions 
Actuary  of  Life  of  Jamaica,  Appointed  Actuary  of  Global 
Life  Bahamas  and  Global  Life  Cayman,  Chief  Financial 
& Investment Officer of LOJ, Managing Director of NCB 
Capital  Markets  and  West  Indian  Trust  Company,  part-
time Lecturer in Actuarial Science at the University of the 
West Indies and running his own actuarial practice. Prior 
to joining LOJ, Mr  Rambarran was a Consulting Actuary 
with  the  Aon  Group  and  the  HSBC  Group  in  the  United 
Kingdom.

Mr   Rambarran  has  a  BSc  (Hons)  in  Actuarial  Science 
from  City  University,  London,  and  an  MSc  in  Financial 
Economics from the University of London. Mr  Rambarran 
was  awarded  an  Open  Mathematics  Scholarship  by  the 
Government of Trinidad and Tobago, and is also a Fellow 
of the Institute of Actuaries.

147

Sagicor Financial Corporation

Advisors and Bankers

Appointed Actuary
  Sylvain Goulet, FCIA, FSA, MAAA, Affiliate Member of the 

(British) Institute of Actuaries

Auditors
  PricewaterhouseCoopers, Chartered Accountants

Legal Advisors
  Allen & Overy LLP, New York, USA
  Allen & Overy LLP, London, United Kingdom
  Carrington & Sealy, Barbados
  Patterson K H Cheltenham, QC, LLM, Barbados
  Barry L V Gale, QC, LB (Hons), Barbados
  Hobsons, Trinidad and Tobago
  Shutts & Bowen LLP, Florida, USA

Bankers
  Butterfield Bank (Barbados) Limited
  FirstCaribbean International Bank Limited
  RBTT Bank Limited
  The Bank of Nova Scotia

148

 
 
Sagicor Financial Corporation

Offices

Parent Company

SAGICOR FINANCIAL CORPORATION
Sagicor Corporate Centre
Wildey, St Michael
Barbados
Tel: (246) 467-7500
Fax: (246) 436-8829
Email: info@sagicor.com
Website: www.sagicor.com

Insurance Subsidiaries

SAGICOR LIFE INC
Sagicor Financial Centre
Lower Collymore Rock
St Michael, Barbados
Tel: (246) 467-7500
Fax: (246) 436-8829
Email: info@sagicor.com

SAGICOR LIFE INC BRANCH OFFICES

Barbados
1st Avenue, Belleville
St Michael
Tel: (246) 467-7700
Fax: (246) 429-4148
Email: info@sagicor.com

Antigua
Sagicor Financial Centre
#9 Factory Road,
St John’s
Tel: (268) 480-5550
Fax: (268) 480-5520
Email: bmlas_an@caribsurf.com

Grenada
The Mutual/Trans-Nemwil Office Complex
The Villa, St George’s
Tel: (473) 440-1223
Fax: (473) 440-4169
Email: bmlas_gre@caribsurf.com

St Kitts
Cnr Cayon and West Independence Square Sts
Basseterre
Tel: (869) 465-9476
Fax: (869) 465-6437
Email: bmlas_sk@caribsurf.com

St Lucia
Sagicor Financial Centre
Choc Estate, Castries
Tel: (758) 452-3169
Fax: (758) 450-3787
Email: bmlas@candw.lc

Trinidad and Tobago
Sagicor Financial Centre
16 Queen’s Park West, Port of Spain
Tel: (868) 628-1636/7/8
Fax: (868) 628-1639
Email: comments@sagicor.com

SAGICOR LIFE INC AGENCIES

Anguilla
Malliouhana Insurance Co Ltd
Caribbean Commercial Centre
The Valley
Tel: (264) 497-3712
Fax: (264) 497-3710

Dominica
WillCher Services Inc
44 Hillsborough Street
Corner Hillsborough & Independence Street
Roseau
Tel: (767) 440-2562
Fax: (767) 440-2563
Email: bmlas@cwdom.dm

Guyana
Hand-in-Hand Mutual Life Assurance Company Limited
Lots 1, 2 and 3, Avenue of the Republic
Georgetown
Tel: (592) 251861
Fax: (592) 251867

Montserrat
Administered by Antigua Branch

St Vincent
Incorporated Agencies Limited
Kenmars Building, Halifax Street
Kingstown
Tel: (784) 456-1159
Fax: (784) 456-2232

149

Sagicor Financial Corporation

Offices

Curaçao
Schottegatweg Oost #11
Tel: (599) 9 736-8558
Fax: (599) 9 736-8575
Email: capital.life@curinfo.an

SAGICOR CAPITAL LIFE AGENCIES

Haiti
Cabinet d’Assurance Fritz de Catalogne
Angles Rues de Peuple et des Miracles
Port-au-Prince
Tel: (509) 226695
Fax: (509) 230827
Email: capital@compa.net

St Maarten
C/o Charlisa NV, Walter Nisbeth Road #99B
Phillipsburg
Tel: (599) 542-2070
Fax: (599) 542-3079
Email: capital@sintmaarten.net

LIFE OF JAMAICA LIMITED
28-48 Barbados Avenue
Kingston 5, Jamaica
Tel: (876) 929-8920(-9)
Fax: (876) 960-1927
Website: www.life-of-ja.com

NATIONWIDE INSURANCE COMPANY LIMITED
Sagicor Financial Centre
16 Queen’s Park West
Port of Spain, Trinidad
Tel: (868) 628-1636
Fax: (868) 628-1639
Email: comments@sagicor.com

SAGICOR LIFE INSURANCE COMPANY
4343 N. Scottsdale Road, Suite 300
Scottsdale, Arizona
85251
Tel: 1-800-531-5067
Fax: (345) 949-8262
Email: info@sagicor.com

SAGICOR ALLNATION INSURANCE COMPANY
1201 North Orange Street
Suite 716
Wilmington, Delaware
19801-1186
USA
Tel: (302) 884-6770
Fax: (302) 884-6771
Website: www.allnation.com

CAPITAL de SEGUROS, SA
Ave Samuel Lewis y Calle Santa Rita
Edificio Plaza Obarrio
3er Piso Oficina 201
Panama City, Panama
Tel: (507) 223-1511
Fax: (507) 264-1949
Email: capital1@sinfo.net

CAPITAL LIFE INSURANCE COMPANY BAHAMAS
LIMITED
C/o Colina Insurance Company Limited
56 Collins Avenue, P O Box 4937
Nassau, Bahamas
Tel: (242) 393-9518
Fax: (242) 393-9523

SAGICOR CAPITAL LIFE INSURANCE COMPANY
LIMITED
Registered Office
Grosvenor Close and Shirley Street
Nassau, Bahamas

SAGICOR CAPITAL LIFE BRANCH OFFICES

Aruba
Fergusonstraat #106
AHMO Plaza Building, Suites 1 and 2
Oranjestad
Tel: (297) 823967
Fax: (297) 826004
Email: calico@setarnet.aw

Belize
The Insurance Centre
212 North Front Street
Belize City
Tel: (501) 223-3147
Fax: (501) 223-7390
Email: capitalbe@btl.net

150

Sagicor Financial Corporation

Offices

SAGICOR LIFE OF THE CAYMAN ISLANDS LIMITED
Global House, 198 North Church Street
George Town, Grand Cayman
Cayman Islands
Tel: (345) 949-8211
Fax: (345) 949-8262
Email: global@candw.ky

GLOBE FINANCE INC
6 Rendezvous Court, Rendezvous Main Road
Christ Church, Barbados
Tel: (246) 426-4755
Fax: (246) 426-4772
Website: www.globefinanceinc.com

SAGICOR RE INSURANCE LIMITED
Global House, 198 North Church Street
George Town, Grand Cayman
Cayman Islands
Tel: (345) 949-8211
Fax: (345) 949-8262
Email: global@candw.ky

SAGICOR GENERAL INSURANCE (CAYMAN) LIMITED
Harbour Place
Box 2171 GT
George Town , Grand Cayman
Cayman Islands
Tel: (345) 949 7028
Fax: (345) 949 7457

SAGICOR GENERAL INSURANCE INC
Beckwith Place, Lower Broad Street
Bridgetown, Barbados
Tel: (246) 431-2800
Fax: (246) 426-0752
Email: barbadosfire@caribsurf.com

Banking and other Financial Services

SAGICOR MERCHANT LIMITED
Sagicor Financial Centre
16 Queen’s Park West, Port of Spain
Tel: (868) 628-1636/7/8
Fax: (868) 628-1639

THE MUTUAL FINANCE INC
Sagicor Financial Centre
Choc Estate, Castries, St Lucia
Tel: (758) 452-4272
Fax: (758) 452-4279

SAGICOR FUNDS INCORPORATED
Sagicor Corporate Centre, Wildey
St Michael, Barbados
Tel: (246) 467-7500
Fax: (246) 436-8829
Email: info@sagicor.com

SAGICOR ASSET MANAGEMENT INC
Sagicor Corporate Centre
Wildey, St Michael,
Barbados
Tel: (246) 467-7500
Fax: (246) 426-1153
Email: info@sagicor.com

Other Subsidiaries/Associated Companies

SAGICOR INTERNATIONAL MANAGEMENT SERVICES,
INC
1511 North West Shore Blvd, Suite 820
Tampa, Florida 33607-4543,
USA
Tel: (813) 287-1602
Fax: (813) 287-7420
Website: www.globalsure.com

PAN CARIBBEAN FINANCIAL SERVICES LIMITED
Pan Caribbean Building
60 Knutsford Boulevard
Kingston 5, Jamaica
Tel: (876) 929-5583-4
Fax: (876) 926-4385
Website: www.gopancaribbean.com
Email: options@gopancaribbean.com

FAMGUARD CORPORATION LIMITED
East Bay & Shirley Street
PO Box SS-6232
Nassau, NP
Bahamas
Tel: (242) 396 4000
Fax: (242) 393 1100
Website: www.famguardbahamas.com

151

Sagicor Financial Corporation

NOTICE OF ANNUAL MEETING

NOTICE is hereby given that the Fourth Annual Meeting of Shareholders of Sagicor Financial Corporation (“the Company”) 
will be held at Hilton Barbados, Needham’s Point, St Michael, Barbados, Tuesday June 26, 2007 at 5.30 pm to transact the 
following business:-

1.  To receive and consider the Statement of Accounts and the Balance Sheet for the year ended December 31, 2006 and 

the Auditors’ Report thereon.

2.  To elect Directors.

3.  To re-appoint the incumbent Auditors for the ensuing year and to authorize Directors to fix their remuneration.

4.  To consider and if thought advisable adopt the following resolution:

WHEREAS it is considered expedient and in the best interests of the Company to amend Bylaw No. 1 of the Company (“the 
Bylaws”):

BE IT RESOLVED that the following amendments to the Bylaws made by the Directors on March 16, 2007 be and are hereby 
confirmed without amendment:
(a)  the repeal of Bylaw 3.6 and the consequential renumbering of Bylaws 3.7 to 3.17 as Bylaws 3.6 to 3.16;
(b)  the insertion in place of Bylaw 9 of a new Bylaw 9 as set out in Schedule 1 to this Notice which is incorporated by 

reference herein;

(c)  the repeal of Bylaw 12.3 and the consequential renumbering of Bylaws 12.4 to 12.8 as Bylaws 12.3 to 12.7.

5.  To consider and if thought advisable adopt the following resolution:

BE IT RESOLVED that Directors’ remuneration be and is hereby fixed at the following amounts with effect from January 
1, 2007:
(a)  US $45,000 per annum for the Non-Executive Chairman of the Board
(b)  US $40,000 per annum for a Non-Executive Director
(c)  US $7,000 per annum for the Non-Executive Chairman of a Board Committee
(d)  US $5,000 per annum for a Non-Executive Director serving on a Board Committee.

6.  To transact such other business as may properly come before the Meeting.

By Order of the Board of Directors

Sandra Osborne
Corporate Secretary

June 1, 2007

152

PROXIES:

Sagicor Financial Corporation

Shareholders  who  are  unable  to  attend  the  Meeting  in  person  may  complete  and  return  the  enclosed  form  of  proxy  to 
either:
(cid:129) 

the Corporate Secretary, Sagicor Financial Corporation, Sagicor Corporate Centre, Wildey, St Michael, Barbados, 
or
the Corporate Secretary, Sagicor Financial Corporation, c/o Sagicor Life Inc, Sagicor Financial Centre, 16 Queen’s 
Park West, Port of Spain, Trinidad, or
the  Branch  Registrar,  Computershare  Investor  Services  (Channel  Islands)  Limited,  Ordinance  House,  31  Pier 
Road, St Helier, Jersey, Channel Islands, 

(cid:129) 

(cid:129) 

at least 48 hours before the appointed time of the Meeting or adjourned Meeting.

DOCUMENTS INCLUDED IN SCHEDULES TO NOTICE OF MEETING:

1  The new Bylaw 9 is set out in Schedule 1 to the Notice of the Meeting.

2  Repealed Bylaws 3.6, 9 and 12.3 are set out in Schedule 2 to the Notice of the Meeting.

3  The complete Bylaws as amended on March 16, 2007 are set out in Schedule 3 to the Notice of the Meeting.

DOCUMENTS AVAILABLE FOR INSPECTION:

1  Copies of the original Bylaws enacted December 6, 2002 and the Bylaws as amended on March 16, 2007 are available 

for inspection on the Company’s website www.sagicor.com and at the following offices:
(cid:129) 
(cid:129) 

Sagicor Financial Corporation, Sagicor Corporate Centre, Wildey, St Michael, Barbados
Sagicor Life Inc’s Branch Offices/Agencies:
o  Sagicor Financial Centre, 16 Queen’s Park West, Port of Spain, Trinidad
o  Malliouhana Insurance Co Ltd, Caribbean Commercial Centre, The Valley, Anguilla
o  Sagicor Financial Centre, 9 Factory Road, St John’s, Antigua
o  Willcher Services Inc, 44 Hillborough Street, Corner Hillsborough & Independent Street, Roseau, Dominica
o  The Mutual/Trans-Nemwil Office Complex, The Villa, St George’s, Grenada
o  Corner Cayon and West independence Square Streets, Basseterre, St Kitts
o  Sagicor Financial Centre, Choc Estate, Castries, St Lucia
o 
Life of Jamaica Limited, 28-48 Barbados Avenue, Kingston 5, Jamaica
Barbados Central Securities Depositary Inc, First Floor, Hincks Street, Bridgetown, Barbados

(cid:129) 
(cid:129) 
(cid:129)  Computershare  Investor  Services  (Channel  Islands)  Limited,  Ordinance  House,  31  Pier  Road,  St  Helier,  Jersey, 

Incorporated Agencies Limited, Kenmars Building, Halifax Street, Kingstown, St Vincent

Channel Islands

2  There are no service contracts granted by the Company, or its subsidiaries, to any Director of the Company.

153

Sagicor Financial Corporation

SCHEDULE 1 TO NOTICE OF MEETING

(New Bylaw 9)

9 – Securities

9.1 

9.2 

9.3 

9.4 

9.5 

9.6 

9.7 

9.8 

9.9 

Allotment –  Subject to the Act, the articles and any unanimous shareholder agreement, the directors may from time 
to time allot, issue and grant options to purchase any part of the authorized and unissued shares of the Company at 
such times and to such persons or class of persons and for such consideration and on such terms and conditions 
as the directors shall determine provided that no share shall be issued until it is fully paid as prescribed by the 
Act.

Commissions –  The directors may from time to time authorise the Company to pay a commission to any person 
in consideration of his purchasing or agreeing to purchase shares of the Company, whether from the Company or 
from any other person, or procuring or agreeing to procure purchasers for any such shares.

Registers –  Securities registers issued by the Company shall be kept at the registered office of the Company or such 
other place within or outside Barbados as may from time to time be designated by the directors.

Registration  and  Deposit  of  Securities  –   Without  prejudice  to  the  Company’s  discretion  to  keep  its  securities 
registers in such format as it deems fit, the Company may register or deposit securities issued by it with the BCSDI 
under the provisions of the Securities Act. The Company may also register or deposit its securities in such other 
depositaries as it deems fit and may issue and transfer all or any part of such securities referred to in this Bylaw by 
book entries.

Security Certificates –  Any issue or transfer of securities may be automatically credited to accounts maintained for 
security holders in the register of security holders of the Company and the form of security certificate shall be in 
the form of a security holding statement, depositary receipt or such other document showing details of a holder’s 
interest in the capital of the Company as may be approved by the directors.

Effect of Later Security Holding Statement –  The issue of a security holding statement bearing a later date cancels 
and replaces any security holding statement in favour of the same person bearing an earlier date.

Joint Security Holders –  If two or more persons are registered as joint holders of any securities the Company shall 
not be bound to issue more than one certificate in respect thereof and delivery of such certificate to one of such 
persons  shall  be  sufficient  delivery  to  all  of  them.  Any  one  of  such  persons  may  give  effectual  receipts  for  the 
certificate issued in respect thereof or for any dividend, bonus, return of capital or other money payable or warrant 
issuable in respect of such securities.

Deceased Security Holders –  In the event of death of a holder or of one of the joint holders of any securities the 
Company shall not be required to make any entry in the securities register in respect thereof or to make payment 
of  any  dividends  thereon  except  upon  production  of  all  such  documents  as  may  be  required  by  law  and  upon 
compliance with the reasonable requirements of the Company and its transfer agents.

Transfers of Securities –  Subject to the provisions of the Act and the articles, the directors may from time to time 
prescribe  the  form  of  transfer  constituting  a  valid  instrument  of  transfer  of  the  securities  in  the  capital  of  the 
Company  and  may  authorise  the  same  for  registration  as  a  valid  transfer  of  the  number  of  securities  specified 
therein.

9.10 

Transfer Agents and Registrars –  The directors may from time to time appoint a registrar to maintain the securities 
register  and  a  transfer  agent  to  maintain  the  register  of  transfers  and  may  also  appoint  one  or  more  branch 
registrars  to  maintain  branch  securities  registers  and  one  or  more  branch  transfer  agents  to  maintain  branch 
registers of transfers but one person may be appointed both registrar and transfer agent. The directors may at any 
time terminate any such appointment.

154

9.11  Disclosure of Interests

Sagicor Financial Corporation

9.11.1  The Company may by notice in writing require any security holder within such reasonable time as is specified in the 
notice to indicate in writing the capacity in which he holds any shares in the capital of the Company, and if he holds 
them otherwise than as a beneficial owner, to indicate in writing so far as it lies within his knowledge, the person 
who has an interest in them (either by name and address or by other particulars sufficient to enable that person to 
be identified) and the nature of that person’s interest.

9.11.2  Where the Company is informed in pursuance of a notice given to any person under by-law 9.11.1, that any other 
person has an interest in any shares in the capital of the Company, the Company may by notice in writing require 
that other person within such reasonable time as specified in the notice to indicate in writing the capacity in which 
he holds that interest, and if he holds it otherwise than as a beneficial owner, to indicate in writing so far as it lies 
within  his  knowledge,  the  person  who  has  an  interest  in  it  (either  by  name  and  address  or  by  other  particulars 
sufficient to enable him to be identified) and the nature of that person’s interest.

9.11.3  The  Company  may  by  notice  in  writing  require  any  member  of  the  Company  to  indicate  in  writing,  within  such 
reasonable time as is specified in the notice, whether any of the voting rights carried by any shares comprised in the 
capital of the Company held by him are the subject of an agreement or arrangement under which another person 
is entitled to control his exercise of those rights and, if so, to give, so far as it lies within his knowledge, written 
particulars of the agreement or arrangement and the parties to it.

9.11.4  Where the Company is informed, in pursuance of a notice given to any person under by-law 9.11.3 or this by-law, 
that any other person is a party to such agreement or arrangement as is mentioned in by-law 9.11.3, the Company 
may by notice in writing require that other person within such reasonable time as is specified in the notice to give, 
so far as it lies within his knowledge, written particulars of the agreement or arrangement and the parties to it.

SCHEDULE 2 TO NOTICE OF MEETING

(Repealed Bylaw 3.6)

3.6 

Nationality and Residence –  A majority of the directors must at all times be citizens or permanent residents of and 
ordinarily resident in Barbados. At least one director must be a citizen of and ordinarily resident in Jamaica; at least 
one director must be a citizen of and ordinarily resident in Trinidad and Tobago and at least one director must be 
a citizen of and ordinarily resident in any country in the Eastern Caribbean.

(Repealed Bylaw 9)

9 –  Shares

9.1 

9.2 

9.3 

9.4 

Allotment –  Subject to the Act, the articles and any unanimous shareholder agreement, the directors may from time 
to time allot, issue and grant options to purchase any part of the authorized and unissued shares of the Company at 
such times and to such persons or class of persons and for such consideration and on such terms and conditions 
as the directors shall determine provided that no share shall be issued until it is fully paid as prescribed by the 
Act.

Commissions –  The directors may from time to time authorise the Company to pay a commission to any person 
in consideration of his purchasing or agreeing to purchase shares of the Company, whether from the Company or 
from any other person, or procuring or agreeing to procure purchasers for any such shares.

Registers –  Registers of shares, securities and debentures (“securities”) issued by the Company shall be kept at the 
registered office of the Company or such other place within Barbados as may from time to time be designated by 
the directors.

Registration of Securities –  Without prejudice to the Company’s discretion to keep its registers of securities in such 
format as it deems fit, the Company may register securities issued by it with the BCSDI under the provisions of the 
Securities Act and may issue and transfer such securities by book entries.

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9.5 

9.6 

9.7 

9.8 

Share Certificates –  Any issue of shares may be automatically credited to accounts maintained for shareholders 
in  the  register  of  shareholders  of  the  Company  and  the  form  of  share  certificate  shall  be  in  the  form  of  a 
shareholding statement showing details of transactions each time the shareholder acquires or disposes of shares 
during the period covered by the statement, or in the form of such a statement sent annually or semi-annually to 
shareholders.

Effect  of  Later  Shareholding  Statement  –   The  issue  by  BCSDI  of  a  shareholding  statement  bearing  a  later  date 
cancels and replaces any shareholding statement in favour of the same person bearing an earlier date.

Joint Shareholders –  If two or more persons are registered as joint holders of any shares the Company shall not be 
bound to issue more than one shareholding statement in respect thereof and delivery of such statement to one 
of such persons shall be sufficient delivery to all of them. Any one of such persons may give effectual receipts for 
the shareholding statement issued in respect thereof or for any dividend, bonus, return of capital or other money 
payable or warrant issuable in respect of such shares.

Deceased Shareholders –  In the event of death of a holder or of one of the joint holders of any shares or debentures 
the Company shall not be required to make any entry in the securities register in respect thereof or to make payment 
of  any  dividends  thereon  except  upon  production  of  all  such  documents  as  may  be  required  by  law  and  upon 
compliance with the reasonable requirements of the Company and its transfer agents.

9.9 

Issue  and  Transfer  of  Shares  –   No  shares  may  be  issued  or  transferred  without  the  person  in  whose  name  the 
shares are to be registered furnishing a declaration, if required, as to:

(a) 

the identity of the beneficial owner of the shares;

(b)  whether the shareholder is an affiliate or associate of any other shareholder or beneficial owner of the shares; 

and

(c) 

such other information or further facts that the directors consider relevant.

9.10 

9.11 

Registration  of  Transfers  –   Subject  to  the  provisions  of  the  Act  and  the  articles,  no  transfer  of  shares  shall  be 
registered in a securities register except upon presentation of a transfer in the form prescribed by the directors 
and endorsed thereon or delivered therewith duly signed or executed by the registered holder and the transferee 
or by their respective attorney or successor duly appointed, together with such reasonable assurance or evidence 
of signature, identification and authority to transfer as the directors may from time to time prescribe, and upon 
payment of all applicable taxes and any fees prescribed by the directors, and upon compliance with such restrictions 
on transfer as are stipulated or authorized by the articles.

Transfer Agents and Registrars –  The directors may from time to time appoint a registrar to maintain the securities 
register  and  a  transfer  agent  to  maintain  the  register  of  transfers  and  may  also  appoint  one  or  more  branch 
registrars  to  maintain  branch  securities  registers  and  one  or  more  branch  transfer  agents  to  maintain  branch 
registers of transfers but one person may be appointed both registrar and transfer agent. The directors may at any 
time terminate any such appointment; provided however that the failure of any registrar or transfer agent to observe 
the provisions of by-law 9.10 shall in no way constitute a waiver of the provisions of that by-law by the Company.

(Repealed Bylaw 12.3)

12.3  Recorded Address –  Any shareholder whose address is not in a country that is a member of Caricom (“Caricom 
country”) shall provide the Company with a recorded address for service and the payment of dividends within a 
Caricom country. If such shareholder fails to do so within six months of being entered on the register of shares 
or  of  acquiring  an  address  outside  of  a  Caricom  country,  the  Company  shall  not  be  obliged  to  send  any  notice 
or  dividends  to  such  shareholder  until  the  shareholder  provides  the  Company  with  a  recorded  address  within 
a Caricom country. The secretary may change or cause to be changed the recorded address of any shareholder, 
director, officer, auditor or member of a committee of the directors in accordance with any information believed by 
him to be reliable.

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SCHEDULE 3 TO NOTICE OF MEETING

THE COMPANIES ACT CHAPTER 308

BY-LAW NO. 1

of

SAGICOR FINANCIAL CORPORATION

Enacted December 6, 2002
Amended March 16, 2007

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BY-LAW NO. 1

A by-law relating generally to the conduct of the affairs of

SAGICOR FINANCIAL CORPORATION

(herein called “the Company”)

BE IT ENACTED and it is hereby enacted as a general by-law of the Company as follows:-

1 – Interpretation

1.1 

Definitions and Interpretations –  In this by-law, and all other by-laws of the Company, unless the context otherwise 
specifies or requires:

(a) 

“Act” means the Companies Act Chapter 308 as from time to time amended and every statute substituted 
therefor and, in the case of such substitutions, any references in the by-laws of the Company to provisions of 
the Act shall be read as references to the substituted provisions therefor in the new statute;

(b) 

“BCSDI” means the Barbados Central Securities Depository Inc or its successor;

(c) 

“by-laws” means any by-law of the Company from time to time in force;

(d) 

“dollars” or “$” means Barbados currency and in respect of any other currency a conversion thereto as at the 
relevant date;

(e) 

“non-business day” means Saturday, Sunday or a day that is a public holiday in Barbados;

(f) 

“number of directors” means the number of directors provided for in the articles or, where a minimum and 
maximum number of directors is provided for in the articles, the number of directors determined by a special 
resolution or resolution passed pursuant to section 59 of the Act;

(g) 

“recorded address” means the latest address of a person as shown in the records of the Company;

(h) 

(i) 

(j) 

(k) 

(l) 

“Regulations” means any regulations made under the Act and every regulation substituted therefor and, in 
the case of such substitution, any references in the by-laws of the Company to provisions of the Regulations 
shall be read as references to the substituted provisions therefor in the new regulations;

“Securities Act” means the Securities Act, 2001-13 as from time to time amended and every statute substituted 
therefor and, in the case of such substitutions, any references in the by-laws of the Company to provisions of 
the Securities Act shall be read as references to the substituted provisions therefor in the new statute;

all terms contained in the by-laws and defined in the Act or the Regulations shall have the meanings given to 
such terms in the Act or the Regulations;

the  singular  includes  the  plural  and  the  plural  includes  the  singular;  the  masculine  gender  includes  the 
feminine  and  neuter  genders;  the  word  “person”  includes  bodies  corporate,  companies,  partnerships, 
syndicates, trusts and any association of persons; and the word “individual” means a natural person;

the headings used in the by-laws are inserted for reference only and are not to be considered or taken into 
account in construing the terms or provisions thereof or to be deemed in any way to clarify, modify or explain 
the effect of any such terms or provisions.

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2 – Business of the Company

2.1 

2.2 

2.3 

2.4 

2.5 

Registered Office –  The registered office of the Company shall be in Barbados at such address as the directors may 
fix from time to time by resolution.

Head Office –  The head office of the Company shall be in Barbados at such address as the directors may fix from 
time  to  time  by  resolution.  The  Company  may  also  maintain  other  offices  at  such  other  places  both  within  and 
outside Barbados as the directors may from time to time determine.

Seal  –   The  common  seal  of  the  Company  shall  be  such  as  the  directors  may  by  resolution  from  time  to  time 
adopt.

Execution  of  Instruments  –   Deeds,  debentures,  mortgages,  transfers,  assignments,  contracts,  obligations, 
certificates, documents and other instruments executed under seal may be signed on behalf of the Company by 
any two directors or by a director together with the secretary or the assistant secretary. In addition, the directors 
may from time to time direct the manner in which any particular instrument or class of instruments may or shall be 
signed. The directors shall have power from time to time by resolution to appoint any officer or person on behalf of 
the Company either to sign contracts, documents and instruments in writing generally or to sign specific contracts, 
documents or instruments in writing.

Signatures –  The signature of a Chairman, a Vice-Chairman, a Managing Director, a President, a Vice-President, 
the Secretary, Assistant Secretary or any director of the Company or any officer or person appointed pursuant to 
by-law 2.4 hereof by resolution of the directors, may be printed, engraved, lithographed or otherwise mechanically 
reproduced upon any contract, document or instrument in writing, certificate, bond, debenture or other security 
of the Company executed or issued by or on behalf of the Company. Any document or instrument in writing on 
which the signature of any such officer or person is so reproduced shall be deemed to have been manually signed 
by such officer or person whose signature is so reproduced and shall be as valid to all intents and purposes as if 
such document or instrument in writing is delivered or issued.

2.6 

Financial Year –  The financial year of the Company shall terminate on such day in each year as the directors may 
from time to time by resolution determine.

3 – Directors

3.1 

3.2 

Number –  The number of directors or the minimum and maximum number of directors of the Company is set out 
in the articles of the Company.

Powers –  Subject to any unanimous shareholder agreement, the directors shall manage the business and affairs 
of the Company and may exercise all such powers and do all such acts and things as may be exercised or done by 
the Company and are not by the Act, the articles, the by-laws, any special resolution of the Company, a unanimous 
shareholder agreement or by statute expressly directed or required to be done in some other manner.

3.3 

Borrowing Powers –  The directors may from time to time:

(a)  borrow money upon the credit of the Company;

(b) 

issue, re-issue, sell, or pledge debentures of the Company;

(c) 

subject  to  section  53  of  the  Act,  give  a  guarantee  on  behalf  of  the  Company  to  secure  performance  of  an 
obligation of any person;

(d)  mortgage, charge, pledge or otherwise create a security interest in all or any property of the Company owned 

or subsequently acquired to secure any obligation of the Company;

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(e)  by resolution delegate to any officer of the Company all or any of the powers conferred on the directors by this 
by-law to the full extent thereof or such lesser extent as the directors may in any such resolution provide. The 
powers conferred by this by-law shall be in supplement to and not in substitution for any powers to borrow 
money for the purposes of the Company possessed by its directors or officers independently of a borrowing 
by-law.

3.4 

Qualification –  No person shall be qualified to hold the office of director if:

(a) 

subject to by-law 3.10, he is less than 25 or more than 70 years of age;

(b)  he is found to be of unsound mind;

(c)  he has the status of a bankrupt, is insolvent or compounds with his creditors;

(d)  being a corporation, it enters into liquidation; or

(e)  he holds less than 1,000 Series A common shares in the Company.

3.5 

3.6 

3.7 

3.8 

Corporate  Director  –   A  person  who  is  a  director  of  the  Company  but  who  is  not  an  individual  shall,  by  such 
procedure  as  may  be  appropriate  for  the  management  of  the  affairs  of  such  person,  appoint  an  individual  to 
act  as  such  person’s  representative  as  a  director  of  the  Company  with  power  to  exercise  all  of  the  powers  of  a 
director of the Company but the person appointing any such individual shall remain fully liable as a director of the 
Company  notwithstanding  such  appointment.  A  duly  certified  copy  of  the  resolution  or  document  whereby  any 
such appointment is made shall be filed with the Company before any such individual acts as representative as 
aforesaid. Any person appointing an individual under the provisions of this paragraph may from time to time revoke 
the appointment of such individual and appoint another in his place.

Executive Directors –  Not more than two directors, including the president or managing director of the Company, 
may be officers or employees of the Company or its affiliates.

Eligibility for Election –  Except as otherwise provided by the by-laws, no person shall be eligible for election as a 
director at any meeting of shareholders unless:

(a)  nominated by the board, or

(b)  not more than 60 days after the end of the financial year, written notice, signed by persons holding in aggregate 
not less than 5% of the issued and outstanding shares in the capital of the Company, has been given to the 
Company of the intention to propose a person for election together with a letter of consent signed by that 
person confirming his willingness to be appointed and to serve as a director if elected, provided however that 
no person as defined in the articles and the by-laws may nominate more than one director for election under 
this paragraph.

Rotation  of  Directors  –   Unless  otherwise  provided  in  the  by-laws,  at  the  annual  general  meeting  held  each  year 
at least one third or the number nearest thereto of the directors shall be required to retire. A director shall not be 
required to retire unless he has been in office for three years except for the directors retiring at the first and second 
annual  general  meetings  who  shall  be  required  to  retire after  one  year  and  two  years  in  office  respectively.  The 
retiring directors shall be eligible for re-election if qualified and shall be those who have been longest in office. As 
between two or more who have been in office an equal length of time, the directors or director to retire shall in 
default of agreement between them be determined by lot. The length of time a director has been in office shall be 
computed from the date of commencement of his last unbroken service as a director.

3.9 

Compulsory Retirement –  A director shall retire from office at the annual general meeting following the attainment 
of age 70 and shall not be eligible for re-election. Any director who is age 70 at the date of incorporation of the 
Company shall retire from office at the annual general meeting following the attainment of age 72 and shall not be 
eligible for re-election.

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3.10 

3.11 

Tenure of Office –  Unless his tenure is sooner determined a director shall hold office from the close of the meeting 
at  which  he  is  elected  or  appointed  until  the  close  of  the  third  annual  general  meeting  of  shareholders  next 
following or until his successor is elected or appointed, whichever shall first occur.

Removal of Directors –  Subject to the provisions of the Act the shareholders may by resolution passed at an annual 
or special meeting remove any director from office and the vacancy created by such removal may be filled at the 
same meeting failing which it may be filled by the directors.

3.12 

Vacation of Office –  A director shall cease to be a director when:

(a)  he dies;

(b)  he is removed from office by the shareholders;

(c)  he ceases to be qualified for election as a director;

3.13 

3.14 

(d)  his written resignation is sent or delivered to the Company or if a time is specified in such resignation at the 

time so specified, whichever is later; or

(e) 

if he is an officer of the Company, his appointment as an officer is revoked, his services are terminated by the 
directors or he resigns his office.

Vacancies –  Subject to the Act, a quorum of the board may fill a vacancy in the board except a vacancy resulting 
from  an  increase  in  the  number  of  directors  or  in  the  maximum  number  of  directors  or  from  a  failure  of  the 
shareholders  to  elect  the  number  of  directors.  In  the  absence  of  a  quorum  of  the  board,  or  if  the  vacancy  has 
arisen from a failure of the shareholders to elect the number of directors, the directors shall forthwith call a special 
meeting of shareholders to fill the vacancy. If the directors fail to call such meeting or if there are no such directors 
then in office the secretary or any shareholder may call the meeting.

Remuneration  and  Expenses  –   Subject  to  the  articles  or  any  unanimous  shareholder  agreement,  the  directors 
shall  be  paid  such  remuneration  for  their  services  as  the  shareholders  may  from  time  to  time  determine.  Such 
remuneration may be in addition to the salary paid any officer or employee of the Company who is also a director. 
The directors shall also be entitled to be reimbursed for travelling and other expenses properly incurred by them in 
attending meetings of the directors or any committee thereof. The directors may also award special remuneration 
to any director undertaking any special services on the Company’s behalf other than the routine work ordinarily 
required of a director and any such special remuneration shall be disclosed at the next meeting of shareholders 
immediately following the award and to such regulatory authorities as may be required. Nothing herein contained 
shall preclude any director from serving the Company in any other capacity and receiving remuneration therefor. 
If  any  director  or  officer  of  the  Company  is  employed  by  or  performs  services  for  the  Company  otherwise  than 
as a director or officer or is a member of a firm or a shareholder, director or officer of a body corporate which is 
employed by or performs services for the Company, the fact of his being a shareholder, director or officer of the 
Company  shall  not  disentitle  such  director  or  officer  or  such  firm  or  body  corporate,  as  the  case  may  be,  from 
receiving proper remuneration for such services.

3.15 

Conflict  of  Interest  –   A  director  or  officer  who  is  a  party  to,  or  who  is  a  director  or  officer  of  or  has  a  material 
interest in any person who is a party to, a material contract or proposed material contract with the Company shall 
disclose the nature and extent of his interest at the time and in the manner provided by the Act. Any such contract 
or proposed contract shall be referred to the directors or shareholders for approval even if such contract is one 
that in the ordinary course of the Company’s business would not require approval by the directors or shareholders. 
A director interested in a contract so referred to shall not vote on any resolution to approve the same except as 
provided by the Act. Disclosure of such contract or proposed contract shall however be made at the next meeting 
of shareholders immediately following the disclosure and to such regulatory authorities as may be required.

3.16 

Submission  of  Contracts  or  Transactions  to  Shareholders  for  Approval  –   The  directors  in  their  discretion  may 
submit  any  contract,  act  or  transaction  for  approval  or  ratification  at  any  annual  meeting  of  the  shareholders 
or at any special meeting of the shareholders called for the purpose of considering the same and subject to the 

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provisions of section 89 of the Act any such contract, act or transaction that is approved or ratified or confirmed 
by  a  resolution  passed  by  a  majority  of  the  votes  cast  at  any  such  meeting  (unless  any  different  or  additional 
requirement is imposed by the Act or by the Company’s articles or any other by-law) shall be as valid and as binding 
upon the Company and upon all the shareholders as though it had been approved, ratified or confirmed by every 
shareholder of the Company.

4 – Meetings of Directors

4.1 

4.2 

4.3 

Place of Meetings –  Meetings of the directors and of any committee of directors may be held at any place within or 
outside Barbados.

Calling of Meetings –  Meetings of the directors shall be convened at any time as the chairman, vice-chairman or 
any two directors may determine or by the Secretary when so directed or authorized.

Notice of Meetings –  Notice of the time and place of each meeting of the directors shall be given in the manner 
provided in by-law 12.1 to each director not less than 48 hours before the time when the meeting is to be held. 
Subject  to  section  76(1)  of  the  Act,  the  notice  of  a  meeting  of  directors  need  not  specify  the  purpose  of  or  the 
business to be transacted at the meeting. It shall not be necessary to give notice of a meeting of the directors to 
a  newly  elected  or  appointed  director  for  a  meeting  held  immediately  following  the  election  of  directors  by  the 
shareholders or the appointment to fill a vacancy among the directors.

4.4 

Quorum –  The quorum for the transaction of business at any meeting of the directors shall consist of a majority 
of the number of directors and, notwithstanding any vacancy among the directors, a quorum may exercise all the 
powers of the directors. No business may be transacted at a meeting of directors unless a quorum is present.

4.5  Meetings by Telephone –  If all the directors consent, a director may participate in a meeting of the directors or of 
a committee of the directors by means of such telephone or other communication facilities as permit all persons 
participating in the meeting to hear each other and a director participating in such a meeting by such means is 
deemed to be present at the meeting. Any such consent shall be effective whether given before or after the meeting 
to which it relates and may be given with respect to all meetings of the directors and of committees of the directors 
held while a director holds office.

4.6 

4.7 

4.8 

4.9 

Adjourned Meetings –  Notice of an adjourned meeting of the directors is not required if the time and place of the 
adjourned meeting is announced at the original meeting.

Regular Meetings –  The directors may appoint a day or days in any month or months for regular meetings of the 
directors at a place and hour to be named. A copy of any resolution of the directors fixing the place and time of such 
regular meetings shall be sent to each director forthwith after being passed but no other notice shall be required 
for any such regular meeting except where the Act requires the purpose thereof or the business to be transacted 
thereat to be specified.

Chairman  –   The  chairman  of  any  meeting  of  the  directors  shall  be  the  chairman  and  in  his  absence  the  vice-
chairman. If no such officer is present the directors present shall choose one of their number to be chairman.

Votes to Govern –  At all meetings of the directors every question shall be decided by a majority of the votes cast 
on the question. In case of an equality of votes the chairman of the meeting shall, in addition to his original vote, 
have a second or casting vote.

4.10 

Resolution in lieu of Meeting –  Notwithstanding any of the foregoing provisions of this by-law a resolution in writing 
signed by all the directors entitled to vote on that resolution at a meeting of the directors or any committee of the 
directors is as valid as if it had been passed at a meeting of the directors or any committee of the directors.

5.1 

Committee of Directors –  The directors may appoint a committee of directors, however designated, and delegate 
to such committee any of the powers of the directors except those which, under the Act, a committee of directors 
has no authority to exercise.

5 – Committees

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5.2 

5.3 

5.4 

5.5 

6.1 

6.2 

Transaction of Business –  The powers of a committee of directors may be exercised by a meeting at which a quorum 
is present or by resolution in writing signed by all the members of such committee who would have been entitled 
to vote on that resolution at a meeting of the committee. Meetings of such committee may be held at any place 
within or outside Barbados.

Procedure –  Unless otherwise determined by the directors each committee shall have the power to fix its quorum 
at not less than a majority of its members, to elect its chairman and to regulate its procedure.

Audit  and  Governance  Committees  –   Notwithstanding  by-law  5.1  the  directors  shall  elect  annually  from  among 
their  number  an  audit  committee  and  a  governance  committee,  each  comprising  not  less  than  three  directors. 
No employee of the Company or its affiliates shall be a member of either committee but may be invited to attend 
meetings. A member of any such committee shall serve during the pleasure of the directors and in any event only 
so long as he is a director.

Audit  Committee  –   The  audit  committee  shall  have  power  to  fix  its  quorum  at  not  less  than  a  majority  of  its 
members and to determine its own rules of procedure subject to any regulations imposed by the board of directors 
from time to time. The auditor of the Company is entitled to receive notice of every meeting of the audit committee 
and at the expense of the Company to attend and be heard at the meeting. If so requested by a member of the audit 
committee, the auditor shall attend every meeting of the committee held during his term of office. Any member of 
the audit committee may call a meeting of the committee.

6 – Officers

Appointment –  The directors shall as often as may be required appoint a secretary and may as often as may be 
required appoint a chairman and vice-chairman of the board both of whom shall be directors and, subject to any 
unanimous shareholder agreement, a president or managing director, and one or more vice-presidents (to which 
title may be added words indicating seniority or function), and such other officers as the directors may determine, 
including one or more assistants to any of the officers so appointed.

Duties –  If appointed, the chairman and vice-chairman shall, subject to the provisions of the Act, the articles or any 
unanimous shareholder agreement, have such other powers and duties as the directors may specify and during the 
absence or disability of the chairman his duties shall be performed and his powers exercised by the vice-chairman. 
The directors may from time to time specify the duties of and, in accordance with this by-law and subject to the 
provisions of the Act, delegate to such officers powers to manage the business and affairs of the Company.

7.1 

Limitation of Liability –  No director or officer shall be liable for:

7 – For the Protection of Directors and Officers

(a) 

the acts, receipts, neglects or defaults of any other director or officer or employee or for joining in any receipt 
or other act for conformity;

(b)  any loss, damage or expense happening to the Company through the insufficiency or deficiency of title to any 

property acquired for or on behalf of the Company;

(c) 

the insufficiency or deficiency of any security in or upon which any of the moneys of the Company shall be 
invested;

(d)  any loss or damage arising from the bankruptcy, insolvency or tortuous acts of any person with whom any of 

the moneys, securities or effects of the Company shall be deposited;

(e) 

any  loss  occasioned  by  any  error  of  judgement  or  oversight  on  his  part  or  for  any  other  loss,  damage  or 
misfortune whatever which shall happen in the execution of the duties of his office or in relation thereto;

unless the same are occasioned by his own wilful neglect or default or happens through his failure to exercise the powers 
and to discharge the duties of his office honestly and in good faith with a view to the best interests of the Company. Except 

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as provided by law, the directors for the time being of the Company shall not be under any duty or responsibility in respect 
of any contract, act or transaction whether or not made, done or entered into in the name of the Company, except such 
as is submitted to or authorized or approved by the directors. Nothing herein shall relieve any director or officer from the 
duty to act in accordance with the Act and the Regulations or from liability for any breach thereof.

7.2 

Indemnity –  Subject to the limitations contained in the Act the Company shall indemnify a director or officer, a 
former director or officer or a person who acts or acted at the Company’s request as a director or officer of a body 
corporate of which the Company is or was a shareholder or creditor (or a person who undertakes or has undertaken 
any liability on behalf of the Company or any such body corporate) and his heirs and legal representatives against 
all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgement, reasonably 
incurred by him in respect of any civil, criminal or administrative action or proceeding to which he is made a party 
by reason of being or having been a director or officer of the Company or such body corporate if:

(a)  he acted honestly and in good faith with a view to the best interests of the Company; and

(b) 

in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty he had 
reasonable grounds for believing that his conduct was lawful.

7.3 

Insurance –  Subject to the limitations contained in the Act the Company may purchase and maintain such insurance 
for the benefit of its directors and officers, as the directors may from time to time determine.

8 – Meetings of Shareholders

8.1 

8.2 

Annual Meetings –  Subject to the provisions of section 105 of the Act, the annual meeting of the shareholders shall 
be held not later than six months after the end of the financial year of the Company on such day in each year and 
at such time as the directors may by resolution determine at any place within Barbados or, if all the shareholders 
entitled to vote at such meeting so agree, outside Barbados.

Special Meetings –  Special meetings of the shareholders may be convened by order of the directors at any date and 
time and at any place within Barbados or, if all the shareholders entitled to vote at such meeting so agree, outside 
Barbados. Whenever and as soon as there is not a quorum of directors in office it shall be the duty of the secretary 
to call a special meeting of shareholders to elect directors to fill the vacancies, provided that if such lack of quorum 
shall occur within a month before the regular time for the annual meeting the secretary may call the annual meeting 
instead of a special meeting.

8.3 

Special Meetings on Requisition of Shareholders –  The directors shall, on the requisition of the holders of not less 
than  5%  of  the  issued  shares  of  the  Company  that  carry  a  right  to  vote  at  the  meeting  requisitioned,  forthwith 
convene a meeting of shareholders, and in the case of such requisition the following provisions shall have effect:

(a)  The  requisition  must  state  the  purposes  of  the  meeting  and  must  be  signed  by  the  requisitionists  and 
deposited at the registered office of the Company and may consist of several documents in like form, each 
signed by one or more of the requisitionists.

(b) 

If the directors do not, within 21 days from the date of the requisition being so deposited, proceed to convene 
a  meeting,  the  requisitionists  or  any  of  them  may  themselves  convene  the  meeting  but  any  meeting  so 
convened shall not be held after three months from the date of such deposit.

(c)  Unless  subsection  (3)  of  section  129  of  the  Act  applies  the  directors  shall  be  deemed  not  to  have  duly 
convened the meeting if they do not give such notice as is required by the Act within 21 days from the deposit 
of the requisition.

(d)  Any  meeting  convened  under  this  by-law  by  the  requisitionists  shall  be  called  as  nearly  as  possible  in  the 
manner  in  which  meetings  are  to  be  called  pursuant  to  the  by-laws  and  Divisions  E  and  F  of  Part  I  of  the 
Act.

(e)  A requisition by joint holders of shares must be signed by all such holders.

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8.4 

8.5 

8.6 

8.7 

8.8 

8.9 

8.10 

Notice of Meetings –  Notice of the time and place of each meeting of shareholders shall be given in the manner 
provided in by-law 12.1 not less than 21 nor more than 50 days before the date of the meeting to each director, to the 
auditor and to each shareholder who at the close of business on the record date, if any, is entered in the securities 
register  as  the  holder  of  one  or  more  shares  carrying  the  right  to  vote  at  the  meeting.  Notice  of  a  meeting  of 
shareholders at which special business is to be transacted shall state the nature of such business in sufficient detail 
to permit the shareholder to form a reasoned judgement thereon and shall state the text of any special resolution 
to be submitted to the meeting.

List  of  Shareholders  Entitled  to  Notice  –   For  every  meeting  of  shareholders  the  Company  shall  prepare  a  list  of 
shareholders entitled to receive notice of the meeting, arranged in alphabetical order and showing the number of 
shares entitled to vote at the meeting held by each shareholder. The list shall be available for examination by any 
such shareholder during usual business hours at the registered office of the Company or at the place where the 
securities register is kept.

Record  Date  for  Notice  –   The  directors  may  fix  in  advance  a  record  date,  preceding  the  date  of  any  meeting  of 
shareholders by not more than 50 days and not less than 21 days, for the determination of the shareholders entitled 
to notice of the meeting provided that notice of any such record date is given not less than seven days before such 
record date by newspaper advertisement in the manner provided in the Act. If no record date is so fixed the record 
date for the determination of the shareholders entitled to notice of the meeting shall be the close of business on 
the day immediately preceding the day on which the notice is given or, where no such notice is given, the day on 
which the meeting is held.

Chairman, Secretary and Scrutineers –  The chairman of any meeting of shareholders shall be the chairman and in 
his absence the vice-chairman. If no such officer is present within 15 minutes from the time fixed for holding the 
meeting the persons present and entitled to vote shall choose one of the directors present to be chairman. If the 
secretary of the Company is absent the chairman shall appoint some person, who need not be a shareholder, to act 
as secretary of the meeting. If desired, one or more scrutineers, who need not be shareholders, may be appointed 
by resolution of the directors or by the chairman with the consent of the meeting.

Persons Entitled to be Present –  The only persons entitled to be present at a meeting of the shareholders shall be 
those entitled to vote thereat, the directors and auditors of the Company and others who, although not entitled to 
vote, are entitled or required under any provision of the Act or the articles or by-laws to be present at the meeting. 
Any other person may be admitted only on the invitation of the chairman of the meeting or with the consent of the 
meeting.

Quorum –  Subject to by-law 8.21, a quorum for the transaction of business at any meeting of shareholders shall be 
100 shareholders present in person or by proxy. If a quorum is present at the opening of any meeting of shareholders, 
the  shareholders  present  or  represented  may  proceed  with  the  business  of  the  meeting  notwithstanding  that  a 
quorum is not present throughout the meeting. If a quorum is not present within 30 minutes of the time appointed 
for a meeting of shareholders, the meeting stands adjourned to the same day two weeks thereafter at the same 
time and place and if at the adjourned meeting a quorum is not present within 30 minutes of the appointed time 
the shareholders present constitute a quorum.

Right to Vote –  Subject to the provisions of the Act as to authorized representatives of any other body corporate, at 
any meeting of shareholders in respect of which the Company has prepared the list referred to in by-law 8.5, every 
person  who  is  named  in  such  list  shall  be  entitled  to  vote  the  shares  shown  thereon  opposite  his  name  except 
where the Company has fixed a record date in respect of such meeting pursuant to by-law 8.6 to the extent that 
such person has transferred any of his shares after such record date and the transferee, upon producing properly 
endorsed certificates evidencing such shares or otherwise establishing that he owns such shares, demands not 
later than ten days before the meeting that his name be included to vote the transferred shares at the meeting. In 
the absence of a list prepared as aforesaid in respect of a meeting of shareholders every person shall be entitled to 
vote at the meeting who at the time is entered in the securities register as the holder of one or more shares carrying 
the right to vote at such meeting.

8.11 

Proxies  –   Every  shareholder  entitled  to  vote  at  a  meeting  of  shareholders  may  appoint  a  proxyholder  or  one  or 
more alternate proxyholders, who need not be shareholders, to attend and act at the meeting in the manner and 

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to the extent authorized and with the authority conferred by the proxy. A proxy shall be in writing executed by the 
shareholder or his attorney and shall conform to the requirements of the Act.

8.12 

Time for Deposit of Proxies –  The directors may specify in a notice calling a meeting of shareholders a place and a 
time, preceding the time of such meeting by not more than 48 hours exclusive of non-business days, before which 
time proxies to be used at such meeting must be deposited. A proxy shall be acted upon only if, prior to the time so 
specified, it shall have been deposited with the Company or an agent thereof specified in such notice or, if no such 
time is specified in such notice, unless it has been received by the secretary of the Company or by the chairman of 
the meeting or any adjournment thereof prior to the time of voting.

8.13 

Form of Proxy –  Subject to the provisions of Part V of the Regulations, a proxy may be in the following form:

I,. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ,  the  undersigned,  being  a  shareholder  of  the  Company,
hereby  appoint. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . of. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . or 
failing  him. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . of. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ,  as  my 
proxy to attend and act for me and on my behalf at the. . . . . . . . . . . meeting of the shareholders of the Company to be 
held on the. . . . . . day of. . . . . . . . , and at any adjournment thereof in the same manner, to the same extent and with 
the same powers as if the undersigned were present at the meeting or such adjournment.

Dated this. . . . . . . . . day of. . . . . . . . . . . . ,. . . . . . . . . .

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Signature of Shareholder

8.14 

Bodies  Corporate  and  Associations  –   A  body  corporate  or  association  which  is  a  shareholder  may  by  resolution 
authorize an individual to represent it and vote for it at meetings of shareholders.

8.15 

8.16 

8.17 

Joint Shareholders –  If two or more persons hold shares jointly any one of them present in person or represented 
by proxy at a meeting of shareholders may, in the absence of the other, vote the shares; but if two or more of those 
persons are present in person or represented by proxy and vote they shall vote as one on the shares jointly held by 
them.

Votes to Govern –  At any meeting of shareholders every question shall, unless otherwise required by the articles or 
by-laws or by law, be determined by the majority of the votes cast on the question. In case of an equality of votes 
either upon a show of hands or upon a poll the chairman of the meeting shall be entitled to a second or casting 
vote.

Show of Hands –  Subject to the provisions of the Act, any question at a meeting of shareholders shall be decided 
by a show of hands unless a ballot thereon is required or demanded as hereinafter provided. Upon a show of hands 
every person who is present and entitled to vote shall have one vote. Whenever a vote by show of hands shall have 
been taken upon a question, unless a ballot thereon is so required or demanded, a declaration by the chairman of 
the meeting that the vote upon the question has been carried or carried by a particular majority or not carried and 
an entry to that effect in the minutes of the meeting shall be prima facie evidence of the fact without proof of the 
number or proportion of the votes recorded in favour of or against any resolution or other proceeding in respect 
of the said question and the result of the vote so taken shall be the decision of the shareholders upon the said 
question.

8.18  Ballots –  On any question proposed for consideration at a meeting of shareholders and, whether or not a show 
of  hands  has  been  taken  thereon,  any  shareholder  or  proxyholder  entitled  to  vote  at  the  meeting  may  require 
or  demand  a  ballot.  A  ballot  so  required  or  demanded  shall  be  taken  in  such  manner  and  at  such  time  as  the 
chairman shall direct. A requirement or demand for a ballot may be withdrawn at any time prior to the close or 
adjournment of the meeting at which the ballot was required or demanded. If a ballot is taken each person present 
shall be entitled, in respect of the shares which he is entitled to vote at the meeting upon the question, to that 
number of votes provided by the Act or the articles, and the result of the ballot so taken shall be the decision of the 
shareholders upon the said question.

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8.19  Adjournments –  Without prejudice to the right of the chairman to adjourn a meeting of shareholders for reasons 
of disorder, the chairman of any meeting may, with the consent of the meeting, adjourn the same from time to 
time to a fixed time and place. If the meeting is adjourned for less than 30 days it shall not be necessary to give 
notice of the adjourned meeting other than by announcement at the earliest meeting that is adjourned. If a meeting 
of  shareholders  is  adjourned  by  one  or  more  adjournments  for  an  aggregate  of  30  days  or  more  notice  of  the 
adjourned meeting shall be given as for an original meeting.

8.20  Resolution in Writing –  Notwithstanding any of the foregoing provisions of this by-law, a resolution in writing signed 
by all of the shareholders entitled to vote on that resolution at a meeting of shareholders is, subject to section 128 
of the Act, as valid as if it had been passed at a meeting of the shareholders.

8.21  Only One Shareholder –  Where the Company has only one shareholder or only one holder of any class or series of 

shares the shareholder present in person or by proxy constitutes a meeting.

9 – Securities

9.1 

9.2 

9.3 

9.4 

9.5 

9.6 

9.7 

9.8 

Allotment –  Subject to the Act, the articles and any unanimous shareholder agreement, the directors may from time 
to time allot, issue and grant options to purchase any part of the authorized and unissued shares of the Company at 
such times and to such persons or class of persons and for such consideration and on such terms and conditions 
as the directors shall determine provided that no share shall be issued until it is fully paid as prescribed by the 
Act.

Commissions –  The directors may from time to time authorise the Company to pay a commission to any person 
in consideration of his purchasing or agreeing to purchase shares of the Company, whether from the Company or 
from any other person, or procuring or agreeing to procure purchasers for any such shares.

Registers –  Securities registers issued by the Company shall be kept at the registered office of the Company or such 
other place within or outside Barbados as may from time to time be designated by the directors.

Registration  and  Deposit  of  Securities  –   Without  prejudice  to  the  Company’s  discretion  to  keep  its  securities 
registers in such format as it deems fit, the Company may register or deposit securities issued by it with the BCSDI 
under the provisions of the Securities Act. The Company may also register or deposit its securities in such other 
depositaries as it deems fit and may issue and transfer all or any part of such securities referred to in this Bylaw by 
book entries.

Security Certificates –  Any issue or transfer of securities may be automatically credited to accounts maintained for 
security holders in the register of security holders of the Company and the form of security certificate shall be in 
the form of a security holding statement, depositary receipt or such other document showing details of a holder’s 
interest in the capital of the Company as may be approved by the directors.

Effect of Later Security Holding Statement –  The issue of a security holding statement bearing a later date cancels 
and replaces any security holding statement in favour of the same person bearing an earlier date.

Joint Security Holders –  If two or more persons are registered as joint holders of any securities the Company shall 
not be bound to issue more than one certificate in respect thereof and delivery of such certificate to one of such 
persons  shall  be  sufficient  delivery  to  all  of  them.  Any  one  of  such  persons  may  give  effectual  receipts  for  the 
certificate issued in respect thereof or for any dividend, bonus, return of capital or other money payable or warrant 
issuable in respect of such securities.

Deceased Security Holders –  In the event of death of a holder or of one of the joint holders of any securities the 
Company shall not be required to make any entry in the securities register in respect thereof or to make payment 
of  any  dividends  thereon  except  upon  production  of  all  such  documents  as  may  be  required  by  law  and  upon 
compliance with the reasonable requirements of the Company and its transfer agents.

9.9 

Transfers of Securities –  Subject to the provisions of the Act and the articles, the directors may from time to time 
prescribe  the  form  of  transfer  constituting  a  valid  instrument  of  transfer  of  the  securities  in  the  capital  of  the 

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Company  and  may  authorise  the  same  for  registration  as  a  valid  transfer  of  the  number  of  securities  specified 
therein.

9.10 

Transfer Agents and Registrars –  The directors may from time to time appoint a registrar to maintain the securities 
register  and  a  transfer  agent  to  maintain  the  register  of  transfers  and  may  also  appoint  one  or  more  branch 
registrars  to  maintain  branch  securities  registers  and  one  or  more  branch  transfer  agents  to  maintain  branch 
registers of transfers but one person may be appointed both registrar and transfer agent. The directors may at any 
time terminate any such appointment.

9.11 – Disclosure of Interests

9.11.1  The Company may by notice in writing require any security holder within such reasonable time as is specified in the 
notice to indicate in writing the capacity in which he holds any shares in the capital of the Company, and if he holds 
them otherwise than as a beneficial owner, to indicate in writing so far as it lies within his knowledge, the person 
who has an interest in them (either by name and address or by other particulars sufficient to enable that person to 
be identified) and the nature of that person’s interest.

9.11.2  Where the Company is informed in pursuance of a notice given to any person under by-law 9.11.1, that any other 
person has an interest in any shares in the capital of the Company, the Company may by notice in writing require 
that other person within such reasonable time as specified in the notice to indicate in writing the capacity in which 
he holds that interest, and if he holds it otherwise than as a beneficial owner, to indicate in writing so far as it lies 
within  his  knowledge,  the  person  who  has  an  interest  in  it  (either  by  name  and  address  or  by  other  particulars 
sufficient to enable him to be identified) and the nature of that person’s interest.

9.11.3  The  Company  may  by  notice  in  writing  require  any  member  of  the  Company  to  indicate  in  writing,  within  such 
reasonable time as is specified in the notice, whether any of the voting rights carried by any shares comprised in the 
capital of the Company held by him are the subject of an agreement or arrangement under which another person 
is entitled to control his exercise of those rights and, if so, to give, so far as it lies within his knowledge, written 
particulars of the agreement or arrangement and the parties to it.

9.11.4  Where the Company is informed, in pursuance of a notice given to any person under by-law 9.11.3 or this by-law, 
that any other person is a party to such agreement or arrangement as is mentioned in by-law 9.11.3, the Company 
may by notice in writing require that other person within such reasonable time as is specified in the notice to give, 
so far as it lies within his knowledge, written particulars of the agreement or arrangement and the parties to it.

10 – Dividends and Rights

10.1  Dividends –  Subject to the provisions of the Act and the articles, the directors may from time to time declare and the 
Company may pay dividends on the issued and outstanding shares in the capital of the Company to shareholders 
according to their respective rights and interests in the Company. Dividends may be paid in money or property or 
by issuing fully paid shares of the Company.

10.2 

Payment of Dividends –  A dividend payable in cash shall be paid either:

(a)  by cheque drawn on the Company’s bankers or one of them to the order of each registered holder of shares 
of the class or series in respect of which it has been declared and mailed by prepaid ordinary mail to such 
registered holder at his recorded address unless such holder otherwise directs; in the case of joint holders 
the cheque shall, unless such joint holders otherwise direct, be made payable to the first named joint holder 
on the register and mailed to the recorded address of the joint holders; or

(b) 

electronically to each registered holder of shares of the class or series in respect of which it has been declared 
and by deposit into a bank account designated by such registered holder for the payment of dividends unless 
such holder otherwise directs; in the case of joint holders payment by deposit shall, unless such joint holders 
otherwise direct, be made to the order of the first named joint shareholder on the register.

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10.3  Good Receipt –  The mailing of such cheque, unless the same is not paid on due presentation, or the electronic 
payment as aforesaid shall satisfy and discharge the liability for the dividend to the extent of the sum represented 
thereby plus the amount of any tax which the Company is required to and does withhold.

10.4  Non-Receipt of Dividend –  In the event of non-receipt of any dividend by the person to whom it is sent as aforesaid 
the Company shall effect payment to such person for a like amount on such terms as to indemnity, reimbursement 
of  expenses  and  evidence  of  non-receipt  and  of  title  as  the  directors  may  from  time  to  time  prescribe,  whether 
generally or in any particular case.

10.5  Record Date for Dividends and Rights –  The directors may fix in advance a date, preceding by not more than 50 
days the date for the payment of any dividend or the date for the issue of any warrant or other evidence of right to 
subscribe for securities of the Company, as a record date for the determination of the persons entitled to receive 
payment of such dividend or to exercise the right to subscribe for such securities provided that notice of any such 
record  date  is  given  not  less  than  14  days  before  such  record  date  by  newspaper  advertisement  in  the  manner 
provided in the Act. Where no record date is fixed in advance as aforesaid the record date for the determination 
of the persons entitled to receive payment of any dividend or to exercise the right to subscribe for securities of the 
Company shall be at the close of business on the day on which the resolution relating to such dividend or right to 
subscribe is passed by the directors.

10.6  Unclaimed Dividends –  Any dividend unclaimed after a period of six years from the date on which the same has 

been declared to be payable shall be forfeited and shall revert to the Company.

11 – Information Available to Shareholders

11.1 

Shareholder  Information  –   Except  as  provided  by  the  Act,  no  shareholder  shall  be  entitled  to  any  information 
respecting  any  details  or  conduct  of  the  Company’s  business  which  in  the  opinion  of  the  directors  it  would  be 
inexpedient in the interests of the Company to communicate to the public but the directors may, from time to time, 
subject to the rights conferred by the Act, determine whether and to what extent and at what time and place and 
under what conditions or regulations the documents, books and registers and accounting records of the Company 
or any of them may be open to the inspection of shareholders and no shareholder shall have any right to inspect 
any document or book or register or accounting record of the Company except as conferred by statute or authorized 
by the directors or by special resolution of the shareholders.

12 – Notices

12.1  Method of Giving Notice –  Any notice (which term includes any communication or document) to be given (which 
term includes sent, delivered or served) pursuant to the Act, the Regulations, the articles, the by-laws or otherwise 
to a shareholder, debenture holder, director, officer, auditor or member of a committee of the directors shall be 
sufficiently given if:

(a)  delivered personally to the person to whom it is to be given;

(b)  delivered to his recorded address;

(c)  mailed to him at his recorded address by prepaid ordinary or air mail;

(d) 

sent to him at his recorded address by any means of prepaid transmitted or recorded communication; or

(e) 

in the case of a director, sent by facsimile or other means of electronic transmission.

A  certificate  of  an  officer  of  the  Company  in  office  at  the  time  of  the  making  of  the  certificate  or  any  transfer  agent  of 
shares or debentures of any class of the Company as to the facts in relation to the delivery or sending of any notice shall 
be conclusive evidence of those facts.

12.2  Computation of Time –  In computing the date when notice must be given under any provision requiring a specified 
number of days or other period of notice of any meeting or other event the date of giving the notice and the date 
of the meeting or other event shall not be counted and:

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(a)  where the notice is delivered personally to the person to whom it is addressed or delivered to his recorded 

address service shall be deemed to have been effected at the time of delivery of such notice;

(b)  where the notice is sent by post service of the notice shall be deemed to be effected on the day of posting;

(c)  where  the  notice  is  sent  by  facsimile  or  other  means  of  electronic  transmission  service  is  deemed  to  be 

effected on the date on which the notice was sent.

12.3  Notice to Joint Shareholders –  If two or more persons are registered as joint holders of any shares or debentures 
any notice shall be addressed to the first named of such joint holders and notice to such persons shall be sufficient 
notice to all of them.

12.4  Undelivered Notices –  If any notice given to a shareholder or debenture holder pursuant to by-law 12.1 is returned 
on three consecutive occasions because he cannot be found the Company shall not be required to give any further 
notices to such shareholder or debenture holder until he informs the Company in writing of his new address.

12.5  Omissions  and  Errors  –   The  accidental  omission  to  give  any  notice  to  any  shareholder,  director,  officer,  auditor 
or member of a committee of the directors or the non-receipt of any notice by any such person or any error or 
irregularity in any notice not affecting the substance thereof shall not invalidate any resolution passed or action or 
proceedings taken at any meeting held pursuant to such notice or otherwise founded thereon.

12.6 

Persons  Entitled  by  Death  or  Operation  of  Law  –   Every  person  who,  by  operation  of  law,  transfer,  death  of  a 
shareholder or any other means whatsoever, shall become entitled to any shares shall be bound by every notice in 
respect of such shares which shall have been duly given to the shareholder from whom he derives his title to such 
shares prior to his name and address being entered on the securities register (whether such notice was given before 
or after the happening of the event upon which he became so entitled) and prior to his furnishing the Company the 
proof of authority or evidence of his entitlement prescribed by the Act.

12.7  Waiver of Notice –  Notice may be waived or the time for the notice may be waived or abridged at any time by any 
person entitled thereto. Any such waiver or abridgement shall be in writing except a waiver of notice of a meeting of 
directors which may be given in any manner. The attendance of such person at a meeting shall constitute a waiver 
of notice of the meeting unless he attends for the express purpose of objecting to the transacting of any business 
on the grounds that the meeting is not lawfully called.

This By-law was made by resolution of the Directors on December 6, 2002 and confirmed by resolution of the Shareholders 
on June 30, 2004, and amended by resolution of the Directors made on March 16, 2007.

Chairman 

Secretary

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MANAGEMENT PROXY CIRCULAR

SAGICOR FINANCIAL CORPORATION
Company No 21849

Management is required by the Companies Act Chapter 308 of the Laws of Barbados (hereinafter called “the Act”) to send 
with the Notice convening the Meeting forms of proxy. By complying with the Act, Management is deemed to be soliciting 
proxies within the meaning of the Act.

This Management Proxy Circular accompanies the Notice of the Fourth Annual Meeting of Shareholders of Sagicor Financial 
Corporation (“the Company”) to be held on June 26, 2007 at 5:30 pm (“the Meeting”) and is furnished in connection with 
the solicitation of proxies by the Management of the Company for use at the Meeting, or any adjournments thereof. The 
solicitation will primarily be by mail. The cost of the solicitation will be borne by the Company.

APPOINTMENT AND REVOCATION OF PROXY

A form of proxy is enclosed and, if it is not your intention to be present at the Meeting, you are asked to sign, date and 
return the proxy. Proxies to be exercised at the Meeting must be deposited not later than 5:30 pm on June 24, 2007.

Any Shareholder having given a proxy has the right to revoke it by depositing an instrument in writing executed by the 
Shareholder or his/her attorney authorized in writing, or if the Shareholder is a company, under its corporate seal or by any 
officer or attorney thereof duly authorized, at any time up to and including the last business day preceding the day of the 
Meeting or any adjournment thereof with:

(cid:129) 

(cid:129) 

(cid:129) 

the Corporate Secretary at the registered office of the Company at Sagicor Corporate Centre, Wildey, St Michael, 
Barbados, or
the Corporate Secretary, Sagicor Financial Corporation, c/o Sagicor Life Inc, Sagicor Financial Centre, 16 Queen’s 
Park West, Port of Spain, Trinidad, or
the  Branch  Registrar,  Computershare  Investor  Services  (Channel  Islands)  Limited,  Ordinance  House,  31  Pier 
Road, St Helier, Jersey, Channel Islands.

The persons named in the enclosed form of proxy are Directors of the Company. If you wish to appoint some other person 
or company to represent you at the Meeting you may do so by inserting the name of your appointee, who need not be a 
Shareholder, in the blank space provided on the proxy form.

RECORD DATE AND VOTING OF SHARES

The Directors of the Company have fixed May 10, 2007 as the record date for determining the Shareholders entitled to 
receive Notice of the Meeting and have given notice thereof by advertisement as required by the Act. Only the holders 
of common shares of the Company of record at the close of business on that day will be entitled to receive Notice of the 
Meeting.

Common Shareholders are voting on:

the election of Directors
the re-appointment of the incumbent Auditors and Directors’ authorization to fix their remuneration,

(i) 
(ii) 
(iii)  the confirmation without amendment of amendments made to Bylaw No 1 of the Company on March 16, 2007,
(iv) 

the fixing of Directors’ fees.

Only the holders of common shares of the Company will be entitled to vote at the Meeting. On a show of hands, each 
Shareholder has one vote. On a poll, each holder of a common share is entitled to one vote for each share held. As at May 
10, 2007, there are 266,985,336 common shares of the Company outstanding. 

171

Sagicor Financial Corporation

PRESENTATION OF FINANCIAL STATEMENTS AND AUDITORS’ REPORT

The Financial Statements of the Company for the year ended December 31, 2006 and the Auditors’ Report thereon are 
included in the 2006 Annual Report.

ELECTION OF DIRECTORS

The Board of Directors consists of twelve members. The number of Directors to be elected at the Meeting is three. Mr  David 
Walter Allan, Mr  Terrence Anthony Martins and Mr  Dodridge Denton Miller will retire at the end of the Meeting and will 
be seeking re-election. Following are the names of the qualified persons proposed as nominees for election as Directors 
of the Company, and for whom it is intended that votes will be cast pursuant to the form of proxy hereby enclosed:

(cid:129)  Mr  DAVID WALTER ALLAN
(cid:129)  Mr  TERRENCE ANTHONY MARTINS
(cid:129)  Mr  DODRIDGE DENTON MILLER

Mr  David Allan, aged 69, is a Barbadian and a former President and Chief Executive Officer of The Mutual Group, now 
Sagicor, a position he held for 23 years. He joined the Group in 1956 and was elected director of The Mutual, now Sagicor 
Life Inc, in 1986. He also serves as a director of Life of Jamaica Limited and Sagicor Life Inc and is a director of Barbados 
registered exempt insurance companies. Mr Allan, with more than 50 years’ experience in the life insurance industry, is a 
former West Indies cricketer. He is a member of the Audit Committee of the Board.

Mr  Terrence Martins, aged 64, is the non-executive Vice Chairman who is a citizen and resident of Trinidad and Tobago. 
He has brought a wealth of knowledge to Sagicor, with over 40 years of experience within the financial services industry 
both in the Caribbean and the United Kingdom. His areas of expertise include banking, finance, administration, corporate 
governance,  and  risk  management.  Mr   Martins  has  previously  held  the  position  of  Group  Chief  Executive  Officer  of 
RBTT Financial Holdings Limited. He is currently the Chairman of Caribbean Information and Credit Rating Services Ltd 
(CariCRIS), a Caribbean rating agency. He previously held several directorships within the RBTT Financial Holdings Group, 
in and outside of Trinidad and Tobago and is also a former member of the Integrity Commission of Trinidad and Tobago. In 
addition to being Vice Chairman of the Board, Mr  Martins chairs the Corporate Governance Committee and is a member 
of the Human Resource Committee.

Mr   Dodridge  Miller,  FCCA,  MBA,  LLM,  is  49  years  of  age.  He  was  appointed  President  and  Chief  Executive  Officer  of 
The Mutual Group of Companies, now Sagicor, on July 1, 2002, having previously held the positions of Treasurer and Vice 
President, Finance and Investments, Deputy Chief Executive Officer and Chief Operating Officer. Mr  Miller, a Barbadian, 
joined the Group in 1989. He was elected a director of The Mutual Group, in 2001. He is the Chairman of the Group’s 
main operating subsidiaries, Sagicor Life Inc, Life of Jamaica Limited and Sagicor Life Insurance Company. Mr  Miller Is a 
Fellow of the Association of Chartered Certified Accountants (UK), and obtained his MBA from the University of Wales and 
Manchester Business School, United Kingdom, and holds an LLM in Corporate and Commercial Law from the University 
of the West Indies. He has more than 20 years’ experience in the insurance and financial services industries.

Messrs Allan, Martins and Miller each brings a wealth of experience to the Board of Directors. They continue to be effective 
and demonstrate commitment to the role of Director, including commitment of time for board and committee meetings. 
The Management of the Company does not contemplate that any of the persons named above will, for any reason, become 
unable to serve as a Director.

The Directors recommend that Shareholders vote FOR the election of the above-named Nominees.

RE-APPOINTMENT OF INCUMBENT AUDITORS

PricewaterhouseCoopers, Chartered Accountants, of The Financial Centre, Bishops Court Hill, St Michael, Barbados, are 
the incumbent Auditors of the Company. It is proposed to re-appoint PricewaterhouseCoopers as Auditors of the Company 
to hold office until the next Annual Meeting of Shareholders.

The Directors recommend that Shareholders vote FOR the re-appointment of PricewaterhouseCoopers and the authorization 
of Directors to fix the Auditors’ remuneration.

172

AMENDMENT TO BYLAW NO. 1 (“THE BYLAWS”)

Sagicor Financial Corporation

The Sagicor Group has been successfully executing a business strategy to be the leading insurance company within the 
Caribbean and to use this strong market position to expand internationally. During the past 15 years, the Sagicor Group has 
doubled its size approximately every 5 years, when measured in terms of total assets. We intend to continue our growth 
and expansion in order to maintain our position in the top tier of major regional financial institutions, a position we believe 
is critical to Sagicor’s long-term viability.

Our business strategy comprises four key components:

1. 

2. 
3. 

4. 

Further  expanding  the  scale  of  our  operations  by  participating  in  the  consolidation  of  the  financial  services 
industry in the Caribbean, while continuing to streamline existing and acquired operations to extract synergies, 
and deliver a high quality of service to our customers.
Expanding into new product markets to offer a wider range of financial products and services.
Expanding into new geographic markets which offer the Sagicor Group attractive opportunities to profitably grow 
and expand its business operations.
Rigorous  financial  management  to  ensure  optimization  of  the  use  of  capital  and  the  delivery  of  competitive 
returns to Shareholders.

Through the careful implementation of this strategy, Management has built a strong financial Group and has delivered 
exceptional returns to Shareholders.

An  important  aspect  of  this  strategy  is  the  strengthening  of  our  Corporate  Governance  framework.  In  this  connection, 
a  review  of  the  Bylaws  was  conducted.  These  Bylaws  relate generally  to  the  conduct  of  the  affairs  of  the  Company  and 
were enacted on incorporation of the Company on December 6, 2002 and confirmed by Shareholders at the first annual 
meeting held on June 30, 2004.  Pursuant to their power under Section 61(1) of the Act, Directors unanimously amended 
the By-laws on March 16, 2007. The amendments took immediate effect and remain in effect until the amendments are 
confirmed, amended or rejected by Shareholders pursuant to Section 61(2) of the Act. Under Section 61(2) of the Act, 
Directors are required to submit any amendment or repeal of a Bylaw made under Section 61(1) to the Shareholders at the 
next meeting of Shareholders after such amendment or repeal for confirmation, amendment or rejection.

Bylaw 3.6 - Nationality and Residence

Bylaw  3.6  provided  for  certain  nationality  qualifications  for  Directors.  A  majority  of  the  Board  had  to  be  citizens  or 
permanent residents of and ordinarily resident in Barbados and at least one director had to be a citizen of and ordinarily 
resident in Jamaica, Trinidad and Tobago and any country in the Eastern Caribbean respectively.

As the Company pursues the strategy outlined above it is necessary to select Directors from a suitable pool of regional 
and  international  candidates  with  the  requisite  knowledge  and  experience,  and  to  include  on  the  Board  persons  who 
reflect the geographic and business diversity of the Group and who can make meaningful contributions to our growth and 
development into a global financial services Group. Accordingly, Bylaw 3.6 has been repealed.    

The full text of the Bylaw 3.6 (which has been repealed) is set out in Schedule 2 to the Notice of the Meeting.

Bylaw 9 – Shares; Bylaw 12.3 - Recorded Address

An integral part of our strategy also involves listing on an international stock exchange in order to gain access to capital 
in more established markets to pursue our strategy of expansion, create a footprint in an international capital market and 
enhance our ability to compete in a global environment. Accordingly, on February 14, 2007, all of the issued common shares 
of the Company were admitted to trading on the main market for listed securities of the London Stock Exchange.

The Directors consider it expedient to make amendments to Bylaw 9 and repeal Bylaw 12.3 in order to facilitate the listing 
of the Company’s shares on the London Stock Exchange. The amendments to Bylaw 9 and the repeal of Bylaw 12.3 are 
intended principally to:

(a)  permit the setting up of a branch register outside Barbados
(b)  permit the deposit of Sagicor shares in depositaries other than the Barbados Central Securities Depositary
(c) 

remove any references applicable to share restrictions

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Sagicor Financial Corporation

(d)  permit  Directors  to  prescribe  the  form  of  share  transfer  constituting  a  valid  transfer  (which  may  vary  from 

jurisdiction to jurisdiction), and
recognize both the regional and international origin of our Shareholders.

(e) 

The full text of the original Bylaw 9 (which has been repealed and replaced) is set out in Schedule 2 to the Notice of the 
Meeting.

The full text of the new Bylaw 9 is set out in Schedule 1 to the Notice of the Meeting.

The full text of the Bylaw 12.3 (which has been repealed) is set out in Schedule 2 to the Notice of the Meeting.

Recommendation

In order to facilitate the current business strategy of the Company, the Board of Directors recommends that Shareholders 
confirm without amendment the Bylaws as amended on March 16, 2007, specifically:

(a) 
(b) 
(c) 

the repeal of Bylaw 3.6;
the repeal and replacement of Bylaw 9 as set out in Schedule 1 to the Notice of the Meeting; and
the repeal of Bylaw 12.3.

FIXING OF DIRECTORS’ REMUNERATION

Directors’ Compensation Project

In  implementing  the  international  business  strategy  of  the  Group,  the  Board  of  Directors  has  commissioned  several 
strategic initiatives designed to enhance the operating capability of the Group. One of these initiatives includes a review 
of the management structure to ensure that it is aligned with the business strategy, is appropriately staffed and provides 
adequate resources for the future. Another initiative involves the total review of the Corporate Governance architecture to 
ensure that it reflects international best practice and provides the level of governance required for a company of its size, 
diversity and geographical reach.

The  Board  reviewed  Directors’  remuneration  as  part  of  the  strengthening  of  the  Corporate  Governance  framework. 
International  best  practice  suggests  that  in  order  to  attract  Directors  with  the  requisite  knowledge  and  experience 
who  can  make  meaningful  contributions  to  the  growth  and  development  of  a  global  financial  services  organization, 
Directors’ remuneration should be sufficient to attract, retain and motivate Directors of the quality required to ensure the 
Company is managed successfully, and should reflect the time, commitment, accountability, risk, impact of decisions and 
responsibilities of the role, having regard to relevant market comparability.

Directors’ fees were first fixed in 2004 at US $20,000 per annum for the Chairman and US $12,500 per annum for Directors. 
Over the last three years as the Company continues to grow and expand, the time, commitment and responsibilities required 
of  their  role  as  Directors  has  increased.  Accordingly  in  2006,  the  Corporate  Governance  Committee  commissioned  the 
independent firm of Ernst and Young of Atlanta (“the Consultants”) to review director compensation. The objectives of 
the exercise were to:

(i)  Review  competitive  market  practices  for  director  total  compensation,  including  best  global  practices  and 

trends.

(ii)  Review all components of total compensation for the Non-Executive Chairman and Non-Executive Directors in 
terms of annual retainer, board meeting fees, committee meeting fees, board chair and committee chair fees, 
equity compensation, and other relevant Items.

(iii)  Recommend a competitive level and structure of Board compensation for the Company and its main operating 

subsidiaries.

Project Methodology

In order to achieve the above mentioned objectives, the Consultants adopted the following methodology:

(i)  Board compensation data was gathered from comparable organizations in the Caribbean region and the United 
States. Caribbean data was sourced from a custom survey conducted by Economic Resources Limited and US 
data was sourced from the following multiple, nationally recognized published surveys:

174

Sagicor Financial Corporation

– Investor Responsibility Research Center, Board Practices/Board Pay
– National Association of Corporate Directors, Director Compensation Report
– The Conference Board, Directors’ Compensation and Board Practices
– Buck Consultants, Board of Directors Compensation and Governance Practices Survey
– Korn/Ferry International, Annual Board of Directors Study.

(ii)  Data comparability was matched along the size of the Sagicor Financial Group in terms of revenue, premium 

income and type of organization (financial services).

International Best Practices and Trends

Best practices and trends in the United Kingdom, Europe and the United States were reviewed in areas such as board, 
director  and  chief  executive  officer  performance  evaluations,  succession  planning,  time  spent  by  directors  on  company 
business, frequency of Board meetings, terms of office of non-executive directors, the number of executives serving on 
boards, and the growing importance of governance committees as the third most prevalent committee behind audit and 
human resource committees.

(a) 

The following best practices and trends on the operation of boards and director compensation emerged from the review:
the  trend  towards  eliminating  or  reducing  separate  board  and  committee  meeting  fees  and  providing  higher 
retainer  fees  with  some  companies,  in  some  cases,  cutting  retainer  compensation  for  unsatisfactory  meeting 
attendance;
the significant increase in cash compensation for audit, investment and human resource/compensation chairs 
and committee members, compared to other board committees, based on the fact that these committees are 
meeting more frequently and for longer periods of time;

(b) 

the average board had 4 to 6 committees;

(c)  on average boards met between 10 to 12 times per year and committees met 3 to 6 times per year;
(d) 
(e)  non-executive directors served on an average of 2 committees;
(f) 

total direct compensation for non-executive directors generally included two main components:
(i) 

total  cash  compensation  comprised  a  combination  of  annual  retainer  for  service,  fees  for  attending  full-
board meetings, and fees for  serving as either chairman or member of a committee and fees for attending 
committee meetings, and
total equity compensation comprised an initial allocation upon election to serve and annual equity grants.

(ii) 

Recommendations

Total cash compensation currently paid to the Chairman and Directors of the Company was then compared to US market 
data using the 50th percentile and Caribbean market data using the 90th percentile.

On the basis of the approach set out above, the Consultants made the following recommendations:

(i)  Cash compensation should reflect accountability, risk, impact of decisions and market comparability.
(ii)  Annual retainers for Board and Committee service should be paid with no separate meeting fees.
(iii)  Increased retainers should be paid for Board and Committee Chairs.
(iv)  No director compensation should be paid to Executives serving on subsidiary boards.
(v)  No equity compensation should be paid at this time and transition to equity compensation should be considered 

as the organization evolved and would include target ownership and pay-for-performance.

(vi)  No other benefit or perquisite programs should be paid at this time.
(vii)  Board and individual Director performance evaluations should be implemented and a tool and process should 

be developed to evaluate effectively overall Board performance and individual contribution.

(viii) Cash retainers to compensate Non-Executive Board and Committee Chairs and Members should be recommended 

for approval by Shareholders as follows:

Board/Committee

Board
Board Committees

Non-Executive Chair
US $45,000 per annum
US $7,000 per annum

Non-Executive Member
US $40,000 per annum
US $5,000 per annum

175

Sagicor Financial Corporation

The  Corporate  Governance  Committee  considered  and  accepted  the  above  recommendations  which  were  approved 
by  the  Board  on  November  8,  2006.  The  Board  of  Directors  considers  that  the  above  recommendations  for  Director 
Compensation are consistent with comparable companies in the region, reflect international best practice and trends and 
are  reasonable  and  appropriate  for  the  Company  having  regard  to  the  number  of  board  and  committee  meetings  held, 
the time required to read and otherwise prepare for meetings, commitment, accountability, risk, impact of decisions and 
market comparability.

The Board of Directors therefore recommends Directors’ remuneration be fixed as set out above.

EXERCISE OF DISCRETION BY PROXIES

Shares represented by any proxy given on the enclosed form of proxy to the persons named in the proxy will be voted or 
withheld from voting on any ballot in accordance with the instructions contained therein.

In the absence of shareholder instructions, COMMON SHARES represented by proxies received will be voted FOR:

(a)  The election as Directors of Mr  David Walter Allan, Mr  Terrence Anthony Martins and Mr  Dodridge Denton 

Miller.

(b)  The re-appointment of the incumbent Auditors, PricewaterhouseCoopers, and the authorization of Directors to 

fix their remuneration.

(c)  Confirmation  without  amendment  of  the  Bylaws  amended  on  March  16,  2007  as  set  out  in  the  Notice  of  the 

Meeting.

(d)  The fixing of Directors’ remuneration as set out in the Notice of the Meeting.

The enclosed form of proxy confers discretionary authority upon the persons named with respect to amendments to or 
variations  in  matters  identified  in  the  Notice  of  Meeting  or  other  matters  that  may  properly  come  before  the  Meeting. 
The Management of the Company knows of no matter to come before the Meeting other than the matters referred to in 
the Notice of Meeting. If any other matters which are not now known to Management should properly come before the 
Meeting, the persons named in the accompanying form of proxy will vote on such matters in accordance with their best 
judgement.

Unless otherwise noted, a simple majority of the votes cast at the Meeting, whether by proxy or otherwise, will constitute 
approval of any matter submitted to a vote.

The  contents  of  this  Management  Proxy  Circular  and  the  sending  thereof  to  the  holders  of  the  common  shares  of  the 
Company have been approved by the Directors of the Company.

No Directors’ statement is submitted pursuant to Section 71(2) of the Act.

No Auditors’ statement is submitted pursuant to Section 163(1) of the Act.

Dated June 1, 2007.

Sandra Osborne
Corporate Secretary

176

SHAREHOLDER PROXY

FOURTH ANNUAL MEETING OF SHAREHOLDERS

The undersigned shareholder(s) of SAGICOR FINANCIAL CORPORATION hereby appoint(s) J Arthur L Bethell, Chairman, 
or failing him, Dodridge D Miller, President and Chief Executive Officer and Director, or instead of either of them:

 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(PLEASE PRINT NAME OF PROXY ON THIS LINE ONLY IF YOU WISH TO APPOINT A PROXY OTHER THAN THE CHAIRMAN OR PRESIDENT)

of  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(PLEASE PRINT PROXY’S ADDRESS HERE)
as my/our proxy to attend, vote and otherwise act for and on behalf of the undersigned in respect of all matters that may 
properly come before the FOURTH ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JUNE 26, 2007 and any 
adjournments thereof.

The Directors and Management recommend Shareholders vote FOR items numbered 1, 2, 3 and 4 below:

1

Election as Directors of the Nominees listed below:

Vote
FOR

WITHHOLD
from Voting

DAVID WALTER ALLAN

TERRENCE ANTHONY MARTINS

DODRIDGE DENTON MILLER

2

3

4

Re-appointment of Incumbent Auditors and
Authorization of Directors to fix their Remuneration:

Confirmation of Amendments to Bylaw No 1:
(Please refer to Item 4 of the Notice of the
Meeting for the full text of the Resolution)

Fixing of Directors’ Remuneration:
(Please refer to Item 5 of the Notice of the 
Meeting for the full text of the Resolution)

Vote
FOR

Vote
FOR

Vote
FOR

WITHHOLD
from Voting

WITHHOLD
from Voting

WITHHOLD
from Voting

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  

    NAME OF SHAREHOLDER(S) (PLEASE PRINT) 

  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SIGNATURE OF SHAREHOLDER(S)

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

    DATE

NOTES ON PROXY:

This form must be executed by the Shareholder or by his/her attorney duly authorized in writing.  If the Shareholder is a body corporate, an estate, 
or trust, the form must be executed by the officers or attorney thereof or the person, duly authorized, in which case each signatory should state the 
capacity in which he/she signs.

If this form is not dated in the space provided, it will be deemed to bear the date on which it was mailed to the Shareholder.

This proxy authorization form confers discretionary authority upon the person whom it appoints in respect of any variation or amendments or additions 
to the matters identified in the Notice of Meeting and any other matter that may properly come before the Meeting or any adjournment thereof.

– 
– 

THIS IS YOUR PROXY AUTHORIZATION FORM.  PLEASE COMPLETE, SIGN AND RETURN THIS FORM BY 5.30 PM ON JUNE 24, 2007, OR AT LEAST 
48 HOURS BEFORE THE TIME APPOINTED FOR HOLDING THE MEETING OR ADJOURNED MEETING, TO:
THE CORPORATE SECRETARY, SAGICOR CORPORATE CENTRE, WILDEY, ST MICHAEL, BARBADOS
THE CORPORATE SECRETARY, SAGICOR FINANCIAL CORPORATION, C/O SAGICOR LIFE INC, SAGICOR FINANCIAL CENTRE, 16 QUEEN’S 
PARK WEST, PORT OF SPAIN, TRINIDAD, OR
THE BRANCH REGISTRAR, COMPUTERSHARE INVESTOR SERVICES (CHANNEL ISLANDS) LIMITED, ORDINANCE HOUSE, 31 PIER ROAD, 
ST HELIER, JERSEY, CHANNEL ISLANDS.

–