IRDAI Changes in Insurance Broking Companies

IRDAI Changes in Insurance Broking Companies. Explanation of IRDAI Circular on Online BAP Prior Approval and Intimation System
The Insurance Regulatory and Development Authority of India (IRDAI) issued Circular dated 29 December 2016 including instructions for Online System For Obtaining Prior Approval And Intimation Regarding Governa, Dec 2016, to introduce a mandatory online mechanism for handling governance-related matters of insurance broking companies and this IRDAI circular forms part of IRDAI’s broader initiative to digitise regulatory processes and bring uniformity, transparency, and traceability in regulatory approvals and disclosures during the licence period of insurance brokers.
The IRDAI circular mandates that all governance-related applications, whether requiring prior approval or only intimation, must be submitted through the Broker Application Portal (BAP) hosted at www.irdabap.org.in. Physical or manual submissions are no longer permitted for new requests after the portal became operational, except for correspondence already received prior to the introduction of the system. The portal also facilitates online payment of annual fees and renewal fees and is the exclusive channel for submission of new broker licence applications and renewal applications.
Regulatory Classification of Governance Matters
IRDAI categorises governance-related matters into two distinct classes based on their regulatory impact. This classification determines whether a broker must obtain prior approval from the Authority or merely inform the Authority after the change.
Matters Requiring Prior Approval of IRDAI
The following governance changes are considered material in nature and cannot be implemented without obtaining prior written approval from IRDAI:

Change of Principal Officer

Change in Director(s) or Partner(s)

Change in the name of the insurance broking company

Change in the registered office, corporate office, or principal place of business

Change in shareholding pattern where the transfer exceeds five percent of the paid-up capital

Voluntary surrender of insurance broker licence

Removal of lien on fixed deposit after creation of a fresh fixed deposit

Each of the above events directly affects the management, control, financial security, or regulatory accountability of the insurance broker and therefore requires regulatory scrutiny before implementation.
Explanation of major Approval-Based Changes
Change of Principal Officer
The Principal Officer is the primary compliance functionary of an insurance broker and acts as the principal point of regulatory accountability. Accordingly, IRDAI requires detailed documentation to assess the suitability of the proposed Principal Officer. This includes board approval, resignation of the outgoing officer, proof of prescribed qualifications and broker examination, fit and proper declarations, notarised affidavits confirming absence of disqualifications under Section 42D of the Insurance Act, 1938, and undertakings confirming exclusive engagement with the broking entity and absence of any insurance agency, corporate agency, TPA, or surveyor licence.
Change in Directors or Partners
Directors and partners play a critical role in governance and policy decisions. IRDAI therefore requires prior approval for appointment as well as resignation of directors or partners. The Authority examines the professional background, integrity, and independence of proposed appointees through fit and proper declarations and statutory affidavits. In case of resignation, IRDAI also seeks clarity on reasons for resignation and whether the outgoing director continues to hold shares in the broking company.
Change in Name of the Company
A broker’s name represents its regulatory identity and public interface. Any change in name, even if approved under the Companies Act, 2013, requires prior IRDAI approval. The Authority examines whether the proposed name is appropriate, non-misleading, and consistent with insurance regulatory norms.
Change in Registered / Corporate Office
Shifting the registered office, corporate office, or principal place of business affects regulatory jurisdiction, inspection, and official communication. IRDAI therefore requires justification for the shift, board approval, and documentary evidence such as ownership or lease agreements for the new premises before granting approval.
Change in Shareholding Exceeding Five Percent
Any transfer of shares exceeding five percent of the paid-up capital triggers Regulation 10 of the IRDA (Insurance Brokers) Regulations, 2013. Such changes are treated as potential changes in control or influence and are subject to prior approval to ensure that significant shareholders meet regulatory fit and proper standards.
Voluntary Surrender of Licence
Voluntary surrender of a broker licence requires IRDAI’s prior approval. The Authority examines whether the broker has discharged all regulatory obligations, client liabilities, and financial responsibilities before permitting surrender.
Removal of Lien on Fixed Deposit
Fixed deposits maintained by insurance brokers act as regulatory security. Removal of lien on such deposits, even after creation of a fresh deposit, requires prior approval to ensure continued protection of policyholder interests.
Matters Requiring Intimation to IRDAI (For Information)
Certain governance and operational changes do not require prior approval but must still be reported to IRDAI through the online portal. These include:

Opening or closing of branch offices

Submission or update of the list of Broker Qualified Persons

Intimation of claims under the professional indemnity insurance policy

Acquisition of immovable property

Change in shareholding pattern not exceeding five percent of the paid-up capital

Although these matters are categorised as “for information”, timely and accurate disclosure through the portal remains mandatory.
Important Clarification Regarding Portal Classification
The circular expressly clarifies that the classification shown in the BAP portal interface does not override statutory requirements. Even if certain items such as change of Principal Officer, induction or cessation of directors, or change of registered office appear under a “for information” category in the portal, prior approval is still mandatory as per the applicable regulations. Brokers are required to follow the legal provisions and not rely solely on portal labels.
Responsibility of Insurance Brokers
IRDAI places the responsibility for correctness and completeness of information entirely on the insurance broker. Brokers are expected to maintain adequate internal controls and validations before submitting any application or intimation through the portal. Submission of incorrect, misleading, or incomplete information may attract regulatory action, including penalties, licence conditions, or cancellation. Hence to support compliance, IRDAI has provided user manuals and video demonstrations within the portal and has established a helpline mechanism for addressing technical and governance-related queries.
How Compliance Calendar Assists Insurance Brokers on the BAP Portal
At Compliance Calendar LLP, we assist insurance brokers in managing end-to-end regulatory filings on the IRDAI Broker Application Portal (BAP), ensuring that governance-related approvals and intimations are handled accurately, timely, and in full compliance with applicable regulations.
Governance filings on the BAP portal often involve overlapping requirements under the Insurance Act, 1938, IRDA (Insurance Brokers) Regulations, and evolving portal workflows. Errors such as incorrect classification of changes, incomplete documentation, reliance on portal labels instead of statutory requirements, or delayed submissions frequently lead to regulatory queries, rejections, or prolonged approval timelines. Our role is to eliminate these risks through structured compliance support.
We assist insurance brokers across all categories of BAP filings, including prior approval applications for change of Principal Officer, appointment or resignation of directors or partners, change in registered or corporate office, change in name, shareholding changes exceeding regulatory thresholds, voluntary surrender of licence, and removal of lien on fixed deposits. We also support intimation-based filings such as branch office changes, Broker Qualified Person updates, professional indemnity claims, immovable property acquisitions, and minor shareholding changes.
CCL assistance covers eligibility assessment, regulatory classification of the proposed change, preparation and vetting of board resolutions, drafting of declarations, undertakings, and affidavits, document collation as per IRDAI annexures, and accurate submission through the BAP portal. We also support follow-ups, handling of IRDAI queries, and closure of approvals or acknowledgements.
By aligning corporate actions with IRDAI governance requirements at the planning stage itself, we help insurance brokers ensure smooth processing on the BAP portal, avoid regulatory lapses, and maintain continuity of their broker licence without disruption.

Explanation of IRDAI Circular on Online BAP Prior Approval and Intimation System

The Insurance Regulatory and Development Authority of India (IRDAI) issued Circular dated 29 December 2016 including instructions for Online System For Obtaining Prior Approval And Intimation Regarding Governa, Dec 2016, to introduce a mandatory online mechanism for handling governance-related matters of insurance broking companies and this IRDAI circular forms part of IRDAI’s broader initiative to digitise regulatory processes and bring uniformity, transparency, and traceability in regulatory approvals and disclosures during the licence period of insurance brokers.

The IRDAI circular mandates that all governance-related applications, whether requiring prior approval or only intimation, must be submitted through the Broker Application Portal (BAP) hosted at www.irdabap.org.in. Physical or manual submissions are no longer permitted for new requests after the portal became operational, except for correspondence already received prior to the introduction of the system. The portal also facilitates online payment of annual fees and renewal fees and is the exclusive channel for submission of new broker licence applications and renewal applications.

Regulatory Classification of Governance Matters

IRDAI categorises governance-related matters into two distinct classes based on their regulatory impact. This classification determines whether a broker must obtain prior approval from the Authority or merely inform the Authority after the change.

Matters Requiring Prior Approval of IRDAI

The following governance changes are considered material in nature and cannot be implemented without obtaining prior written approval from IRDAI:

Change of Principal Officer
Change in Director(s) or Partner(s)
Change in the name of the insurance broking company
Change in the registered office, corporate office, or principal place of business
Change in shareholding pattern where the transfer exceeds five percent of the paid-up capital
Voluntary surrender of insurance broker licence
Removal of lien on fixed deposit after creation of a fresh fixed deposit

Explanation of major Approval-Based Changes

Change of Principal Officer

The Principal Officer is the primary compliance functionary of an insurance broker and acts as the principal point of regulatory accountability. Accordingly, IRDAI requires detailed documentation to assess the suitability of the proposed Principal Officer. This includes board approval, resignation of the outgoing officer, proof of prescribed qualifications and broker examination, fit and proper declarations, notarised affidavits confirming absence of disqualifications under Section 42D of the Insurance Act, 1938, and undertakings confirming exclusive engagement with the broking entity and absence of any insurance agency, corporate agency, TPA, or surveyor licence.

Change in Directors or Partners

Directors and partners play a critical role in governance and policy decisions. IRDAI therefore requires prior approval for appointment as well as resignation of directors or partners. The Authority examines the professional background, integrity, and independence of proposed appointees through fit and proper declarations and statutory affidavits. In case of resignation, IRDAI also seeks clarity on reasons for resignation and whether the outgoing director continues to hold shares in the broking company.

Change in Name of the Company

A broker’s name represents its regulatory identity and public interface. Any change in name, even if approved under the Companies Act, 2013, requires prior IRDAI approval. The Authority examines whether the proposed name is appropriate, non-misleading, and consistent with insurance regulatory norms.

Change in Registered / Corporate Office

Shifting the registered office, corporate office, or principal place of business affects regulatory jurisdiction, inspection, and official communication. IRDAI therefore requires justification for the shift, board approval, and documentary evidence such as ownership or lease agreements for the new premises before granting approval.

Change in Shareholding Exceeding Five Percent

Any transfer of shares exceeding five percent of the paid-up capital triggers Regulation 10 of the IRDA (Insurance Brokers) Regulations, 2013. Such changes are treated as potential changes in control or influence and are subject to prior approval to ensure that significant shareholders meet regulatory fit and proper standards.

Voluntary Surrender of Licence

Voluntary surrender of a broker licence requires IRDAI’s prior approval. The Authority examines whether the broker has discharged all regulatory obligations, client liabilities, and financial responsibilities before permitting surrender.

Removal of Lien on Fixed Deposit

Fixed deposits maintained by insurance brokers act as regulatory security. Removal of lien on such deposits, even after creation of a fresh deposit, requires prior approval to ensure continued protection of policyholder interests.

Matters Requiring Intimation to IRDAI (For Information)

Certain governance and operational changes do not require prior approval but must still be reported to IRDAI through the online portal. These include:

Opening or closing of branch offices
Submission or update of the list of Broker Qualified Persons
Intimation of claims under the professional indemnity insurance policy
Acquisition of immovable property
Change in shareholding pattern not exceeding five percent of the paid-up capital

Although these matters are categorised as “for information”, timely and accurate disclosure through the portal remains mandatory.

Important Clarification Regarding Portal Classification

The circular expressly clarifies that the classification shown in the BAP portal interface does not override statutory requirements. Even if certain items such as change of Principal Officer, induction or cessation of directors, or change of registered office appear under a “for information” category in the portal, prior approval is still mandatory as per the applicable regulations. Brokers are required to follow the legal provisions and not rely solely on portal labels.

Responsibility of Insurance Brokers

IRDAI places the responsibility for correctness and completeness of information entirely on the insurance broker. Brokers are expected to maintain adequate internal controls and validations before submitting any application or intimation through the portal. Submission of incorrect, misleading, or incomplete information may attract regulatory action, including penalties, licence conditions, or cancellation. Hence to support compliance, IRDAI has provided user manuals and video demonstrations within the portal and has established a helpline mechanism for addressing technical and governance-related queries.

How Compliance Calendar Assists Insurance Brokers on the BAP Portal

At Compliance Calendar LLP, we assist insurance brokers in managing end-to-end regulatory filings on the IRDAI Broker Application Portal (BAP), ensuring that governance-related approvals and intimations are handled accurately, timely, and in full compliance with applicable regulations.

Governance filings on the BAP portal often involve overlapping requirements under the Insurance Act, 1938, IRDA (Insurance Brokers) Regulations, and evolving portal workflows. Errors such as incorrect classification of changes, incomplete documentation, reliance on portal labels instead of statutory requirements, or delayed submissions frequently lead to regulatory queries, rejections, or prolonged approval timelines. Our role is to eliminate these risks through structured compliance support.

We assist insurance brokers across all categories of BAP filings, including prior approval applications for change of Principal Officer, appointment or resignation of directors or partners, change in registered or corporate office, change in name, shareholding changes exceeding regulatory thresholds, voluntary surrender of licence, and removal of lien on fixed deposits. We also support intimation-based filings such as branch office changes, Broker Qualified Person updates, professional indemnity claims, immovable property acquisitions, and minor shareholding changes.

CCL assistance covers eligibility assessment, regulatory classification of the proposed change, preparation and vetting of board resolutions, drafting of declarations, undertakings, and affidavits, document collation as per IRDAI annexures, and accurate submission through the BAP portal. We also support follow-ups, handling of IRDAI queries, and closure of approvals or acknowledgements.

By aligning corporate actions with IRDAI governance requirements at the planning stage itself, we help insurance brokers ensure smooth processing on the BAP portal, avoid regulatory lapses, and maintain continuity of their broker licence without disruption.