Niva bupa health insurance company Limited has received a Show Cause Notice (SCN) and Letter of advice from the Insurance Regulatory and Development Authority of India (IRDAI) following a regulatory inspection. The company disclosed this development to stock exchanges on February 27, 2026, as required under SEBI listing regulations.

Regulatory Inspection and Subsequent Actions

IRDAI conducted an inspection of the company during February 2025, following which it issued observations that were duly replied to by the company. On February 26, 2026, at 1751 Hrs (IST), IRDAI issued both the Show Cause Notice and Letter of advice via email. The SCN relates to business and operational aspects of the company, while the Letter of advice provides compliance measures that the company must implement.

Nature of Violations Identified

The regulatory action stems from violations of certain provisions across multiple IRDAI master circulars:

Company's Response and Impact Assessment

The company is currently in the process of submitting its response to IRDAI regarding the Show Cause Notice. Additionally, Niva Bupa Health Insurance is implementing necessary actions as advised in the Letter of advice to ensure compliance with regulatory requirements.

Regulatory Compliance Disclosure

The company has fulfilled its disclosure obligations under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The disclosure includes detailed annexures providing comprehensive information about the regulatory communication, including the nature of violations and the company's response measures. Company Secretary and Compliance Officer Aparna Sharma signed the disclosure, confirming that the information provided is true, correct, and complete to the best of the company's knowledge and belief.

The company emphasized that there is no impact on financial, operational, or other activities arising from this regulatory action at this stage, and it remains committed to implementing the necessary compliance measures as advised by IRDAI.

Niva Bupa Health Insurance Company Limited has announced a postal ballot notice under Regulation 30 of SEBI Listing Regulations, seeking member approval for two significant corporate actions through remote e-voting.

Key Resolutions for Approval

The company is seeking shareholder consent for the following matters through ordinary resolutions:

E-Voting Schedule and Process

The company has engaged KFin Technologies Limited as the e-voting service provider. Members whose email addresses are registered as on the cut-off date of February 20, 2026, will be eligible to participate in the voting process.

Director Appointment Details

Mr. Roger William John Davis, aged 69 years, brings extensive experience to the board. He holds an MA degree in Politics, Philosophy & Economics from the University of Oxford and served 12 years as an Officer in the British Army. With over 40 years of experience in financial services, he has previously served as Chairman of BUPA, Chairman of Sainsbury's Bank, and Non-Executive Director of Experian plc.

His appointment as Additional Director was effective January 29, 2026, based on recommendations from the Nomination & Remuneration Committee. The current postal ballot seeks formal shareholder approval for his continuation as Non-Executive Director.

CEO Remuneration Revision

The proposed revision in Mr. Krishnan Ramachandran's remuneration for financial year 2025-26 has received IRDAI approval dated November 11, 2025. The revised compensation structure includes:

Mr. Ramachandran, who holds 1,11,50,000 equity shares in the company, has been serving as Managing Director & CEO since May 01, 2020. He brings over 25 years of experience across health insurance, healthcare, and life sciences industries.

Compliance and Documentation

The postal ballot notice complies with MCA circulars and will be distributed electronically to eligible members. The notice is also available on the company's website at www.nivabupa.com , stock exchange websites, and KFin Technologies' e-voting portal. Members can access detailed explanatory statements and voting instructions through these platforms.