We are now Income Insurance Limited

• As part of the corporatisation process, NTUC Income Insurance Co-operative Limited (Co-op) changed its legal form from a co-operative to a corporate entity that is governed by the Companies Act and transferred its whole insurance business (including existing insurance products and policies) to the new corporate entity, Income Insurance Limited (Income Insurance).
• The transfer to Income Insurance was confirmed by the General Division of the High Court of Singapore on 14 June 2022 and completed on 1 September 2022 via a ‘Scheme of Transfer’ under the Insurance Act of Singapore and other transfer agreements. The Co-op will be liquidated as soon as practicable.

• The new corporate entity, Income Insurance Limited (Income Insurance), is committed to its purpose to empower all Singaporeans, including those who are underserved, to improve their financial well-being and will continue to explore ways to serve customers better. Income Insurance remains rooted to extend real care to people in Singapore via its insurance propositions and social causes just like when NTUC Income Insurance Co-operative Limited first set up in 1970 to offer insurance protection and to fulfil a genuine social gap in Singapore.

• Corporatisation changes only the legal form of the co-operative, NTUC Income Insurance Co-operative Limited (Co-op) to a corporate entity that is governed by the Companies Act.
• The new corporate entity, Income Insurance Limited (Income Insurance), is retaining the current Board and management team of the Co-op, who are continuing to steer and grow Income Insurance by leveraging its strong brand equity, purpose and business growth plans.
• Income Insurance is also holding the same shareholding in subsidiaries that were previously held by the Co-op.
• NTUC Enterprise (NE) continues to be the majority shareholder of Income Insurance, which remains a social enterprise under NE’s network of organisations.
• All existing assets and liabilities, including insurance policies issued by the Co-op, and personal data collected by the latter, had been successfully transferred to Income Insurance via a ‘Scheme of Transfer’ under the Insurance Act of Singapore and other agreements entered between the co-operative and Income Insurance. All existing policy coverage, benefits and terms remain unchanged.
• Customers can continue to tap on existing service branches, network of advisors, customer support and online portals to assist them on their insurance matters.

• No, the corporatisation exercise does not affect the validity of insurance claims.
• The new corporate entity, Income Insurance Limited (Income Insurance) now oversees the processing and payment of claims to policyholders.

• You can continue with your current modes of premium payment via GIRO, PayNow or credit card arrangements.
• For premium payments by cheque, internet banking, AXS and new GIRO payment applications, please ensure that payments are now made payable to the new corporate entity, Income Insurance Limited.

• There is no change to the existing terms, benefits, and coverage of existing policies, including how they will be administered because of corporatisation.
• Premium adjustment is independent of corporatisation. It stems from the need to keep pace with policyholders’ needs through I the scope of the insurance coverage that the insurer offers, medical advancements, and its claims experience for the year. As such, policy premiums are adjusted from time to time to meet these objectives.

• No, the policy renewal cycle does not change post corporatisation. Policy terms, benefits, and coverage do not change because of corporatisation.

• For insurance policy beneficiaries, the new corporate entity, Income Insurance Limited recognises valid nominations made in accordance with the requirements of Section 45 of the Co-operative Societies Act (CSA) and valid nominations made in accordance with requirements of Section 132 or 133 of the Insurance Act 1966, unless they have been revoked, or a new nomination has been made (under the Insurance Act 1966) prior to 1 September 2022.
• It is not necessary for life policyholders to take any action in respect of their existing nominations. All nominations which remain valid and are not revoked immediately prior to 1 September 2022 have been transferred to, recognised by and binding on Income Insurance Limited on and from 1 September 2022.
• Nevertheless, we encourage policyholders, who had made such nominations before 1 September 2009 (under the CSA) to refresh their nominations so that it is effective under the Insurance Act.
• Policyholders may wish to refresh their nomination to include any changes in their personal circumstances or beneficiaries.

• It is not necessary, as the reference to the insurance policies issued by the co-operative, NTUC Income Insurance Co-operative Limited (Co-op) is correct at the time when the will was made. All existing insurance policies had been successfully transferred from the Co-op to the new corporate entity, Income Insurance Limited as part of the corporatisation process.

• New nominations are made either pursuant to Section 49L(2) (now renumbered as Section 132) of the Insurance Act or a revocable nomination under Section 49M(2) (now renumbered as Section 133) of the Insurance Act.

• The redemption of Co-op shares had ceased on 15 November 2022 and Income Insurance shares will be issued to Co-op shareholders on a one-for-one basis on 6 April 2023. Shareholders will be receiving information about the issuance of Income Insurance shares shortly.

• Nomination of beneficiaries for Income Insurance shares is not required. Income Insurance shares shall be dealt with as part of the estate in accordance with the shareholder’s will or intestacy laws in the absence of a will.
• Kindly note that after shareholders receive shares of Income Insurance, their co-operative shares will be cancelled.

• All NTUC Income Insurance Co-operative Limited (Co-op) shares will be cancelled and share certificates will be invalid as of the date of issuance of Income Insurance shares, scheduled to take place on 6 April 2023.

• The issuance of Income Insurance Limited (Income Insurance) shares to all shareholders of NTUC Income Insurance Co-operative Limited (Co-op) is scheduled to take place on 6 April 2023.  
• Shareholders of the Co-op will be issued with shares of Income Insurance via a distribution in specie of Income Insurance shares on a one-for-one basis. The Co-op shares will then be cancelled. This distribution will be facilitated by the liquidators during the liquidation process. The liquidators will inform all Co-op shareholders when Income Insurance shares are ready to be issued and will provide details on the issuance in April 2023.

• The share certificates will be held in custody by Income Insurance’s Share Registrar, Boardroom Corporate & Advisory Services Pte. Ltd. (Boardroom) by default. This aims to ease the administrative burden on shareholders in relation to the physical custody of share certificates and ensures that share certificates are securely stored.
• Alternatively, shareholders have the option to make a request to receive and hold their physical share certificates personally. This distribution will be facilitated by the liquidators during the liquidation process. The liquidators will inform all Co-op shareholders when Income Insurance shares are ready to be issued and will provide details on the issuance in April 2023.

• Shareholders have to report the loss of the physical share certificates to Income Insurance’s Share Registrar, Boardroom Corporate & Advisory Services Pte. Ltd. (Boardroom) and file a statutory declaration and an indemnity form. Upon notification of the loss of physical share certificates, Boardroom will cancel the lost share certificates. To obtain a replacement share certificate, shareholders must pay a fee of S$2 (before GST). The replacement share certificate will be issued upon payment and is subjected to approval by Income Insurance.
• Shareholders can contact Boardroom via income@boardroomlimited.com or call +65 6536 5355, Monday to Friday between 8:30 a.m. to 5:30 p.m.

• The new corporate entity, Income Insurance Limited (Income), is a public non-listed company limited by shares.
• As with all other public non-listed companies, shareholders of Income Insurance may transfer their shares to a willing transferee in accordance with the Companies Act and the constitution of Income Insurance.
• Income Insurance shares may be bought and sold at a transaction price and on terms agreed between a willing transferor and willing transferee. Shareholders are advised to trade their shares with care, and they may consult their own financial and legal advisors on the actions they may take with regards to the transfer of their shares.

• Seller must complete the share transfer form and submit it, together with the existing share certificate (only for shareholders who opt to receive physical share certificate) to Income Insurance’s Share Registrar, Boardroom Corporate & Advisory Services Pte. Ltd. (Boardroom), at 1 Harbourfront Avenue #14-07 Keppel Bay Tower, Singapore 098632. The transfer of shares is subjected to approval by Income insurance.

• The buyer must pay a stamp duty of 0.2% on the purchase price or the net asset value of the shares (whichever is higher) to IRAS. For the payment of stamp duty under share transfer, the buyer should reference to Income’s company level NAV per share (including Treasury Shares). As of 31 December 2022, this figure is $29.07.

• Boardroom can assist buyer in administering the stamp duty with an additional charge of $30.00 (before GST) on top of the applicable stamp duty.
• Alternatively, the buyer can visit IRAS office or any Singapore Post Office to make payment and provide Boardroom the stamp duty certificate. The stamp duty certificate must be submitted to Boardroom before the share transfer form is lodged with IRAS.
• After the lodgement of share transfer with IRAS, the Register of Members with ACRA will be updated and the share certificate will be issued to the buyer by Boardroom. 
• For any clarification, they can write to income@boardroomlimited.com or call +65 6536 5355, Monday to Friday between 8:30 a.m. to 5:30 p.m.

• In response to shareholders’ request to facilitate their ease of share transfer to a willing transferee, Income Insurance Limited is pursuing a share buyback programme so that its shareholders will have the opportunity to sell their shares to the company if they wish to support their liquidity needs.

• The first share buyback exercise is targeted to take place by the third quarter of 2023, subject to applicable regulatory approvals. More details will be provided to shareholders after they receive their Income Insurance Limited shares.

• The new corporate entity, Income Insurance Limited (Income), is a public non-listed company limited by shares.
• Income Insurance shares are not publicly traded and in the absence of a market share price, there are several ways for shareholders to get an indicative value of their shares., They include referencing Income Insurance’s Net Asset Value or NAV per share to get an indicative value of their shares.
• For the payment of stamp duty under share transfer, the buyer should reference to Income’s company level NAV per share (including Treasury Shares). As of 31 December 2022, this figure is $29.07.

• To-date, Income Insurance Limited (Income Insurance) has not proposed or declared any dividend relating to calendar year 2022. An announcement will be made as and when appropriate.

• Shareholders do not have to pay tax for dividends payout from Income Insurance Limited under the one-tier corporate tax system.

• Following the corporatisation exercise and the activities leading up to the winding up order of Co-op, the Co-op has ceased Co-op shares redemption from 15 November 2022. The estate or the nominee of the deceased shareholder will receive Income Insurance shares through distribution-in-specie on a one-for-one basis that is scheduled to take place on 6 April 2023.

• The liquidators’ role would involve the winding up of NTUC Income Insurance Co-operative Limited (Co-op), including administering the distribution of surplus assets of Co-op (as applicable). The distribution of Income Insurance Limited (Income Insurance) shares will be facilitated by the liquidators during the liquidation process. The liquidators will inform all Co-op shareholders when Income Insurance shares are ready to be issued and will provide details on the issuance in April 2023.
• The powers and duties of the liquidators are prescribed by the Co-operative Societies Act 1979.

• The liquidation of NTUC Income Insurance Co-operative Limited (Co-op) is expected to be completed after the distribution in specie of Income Insurance Limited shares and completion of the winding up process. Thereafter, the liquidators will seek approval from the Registrar of Co-operative Societies for the Co-op to be dissolved.

• Shareholders are encouraged to follow Income Insurance’s and the liquidators’ website for updates regarding the corporatisation and share distribution exercise via the following pages:

https://www.income.com.sg/corporatisation

https://kordamentha.com/creditors/incomecoop