(1) Every insurer subject to registration is required to file a registration statement on a form provided by the commissioner which shall contain current information setting forth:(a) The capital structure, general financial condition, ownership and management of the insurer and any person controlling the insurer;(b) The identity of every member of the insurance holding company system;(c) The following agreements in force, relationships subsisting and transactions currently outstanding between such insurer and its affiliates:(i) Loans, other investments or purchases, sales or exchanges of securities of the affiliates by the insurer or of the insurer by its affiliates;(ii) Purchases, sales or exchanges of assets;(iii) Transactions not in the ordinary course of business;(iv) Guarantees or undertakings for the benefit of an affiliate which result in an actual contingent exposure of the insurer’s assets to liability, other than insurance contracts entered into in the ordinary course of the insurer’s business;(v) All management and service contracts and all cost-sharing arrangements, other than cost allocation arrangements based upon generally accepted accounting principles;(vi) Reinsurance agreements covering all or substantially all of one or more lines of insurance of the ceding company;(vii) Dividends and other distributions to shareholders; and(viii) Consolidated tax allocation agreements.(d) Any pledge of the insurer’s stock, including stock of any subsidiary or controlling affiliate, for a loan made to any member of the insurance holding company system;(e) If requested by the commissioner, the insurer shall include financial statements of or within an insurance holding company system, including all affiliates. Financial statements may include, but are not limited to, annual audited financial statements filed with the United States Securities and Exchange Commission (SEC) pursuant to the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended. An insurer required to file financial statements pursuant to this paragraph may satisfy the request by providing the commissioner with the most recently filed parent corporation financial statements that have been filed with the SEC;(f) Other matters concerning transactions between registered insurers and any affiliates as may be included from time to time in any registration forms adopted or approved by the commissioner;(g) Statements that the insurer’s board of directors oversees corporate governance and internal controls and that the insurer’s officers or senior management have approved, implemented, and continue to maintain and monitor corporate governance and internal control procedures; and(h) Any other information required by the commissioner by rule or regulation; and
(a) The capital structure, general financial condition, ownership and management of the insurer and any person controlling the insurer;
(b) The identity of every member of the insurance holding company system;
(c) The following agreements in force, relationships subsisting and transactions currently outstanding between such insurer and its affiliates:(i) Loans, other investments or purchases, sales or exchanges of securities of the affiliates by the insurer or of the insurer by its affiliates;(ii) Purchases, sales or exchanges of assets;(iii) Transactions not in the ordinary course of business;(iv) Guarantees or undertakings for the benefit of an affiliate which result in an actual contingent exposure of the insurer’s assets to liability, other than insurance contracts entered into in the ordinary course of the insurer’s business;(v) All management and service contracts and all cost-sharing arrangements, other than cost allocation arrangements based upon generally accepted accounting principles;(vi) Reinsurance agreements covering all or substantially all of one or more lines of insurance of the ceding company;(vii) Dividends and other distributions to shareholders; and(viii) Consolidated tax allocation agreements.
(i) Loans, other investments or purchases, sales or exchanges of securities of the affiliates by the insurer or of the insurer by its affiliates;
(ii) Purchases, sales or exchanges of assets;
(iii) Transactions not in the ordinary course of business;
(iv) Guarantees or undertakings for the benefit of an affiliate which result in an actual contingent exposure of the insurer’s assets to liability, other than insurance contracts entered into in the ordinary course of the insurer’s business;
(v) All management and service contracts and all cost-sharing arrangements, other than cost allocation arrangements based upon generally accepted accounting principles;
(vi) Reinsurance agreements covering all or substantially all of one or more lines of insurance of the ceding company;
(vii) Dividends and other distributions to shareholders; and
(viii) Consolidated tax allocation agreements.
(d) Any pledge of the insurer’s stock, including stock of any subsidiary or controlling affiliate, for a loan made to any member of the insurance holding company system;
(e) If requested by the commissioner, the insurer shall include financial statements of or within an insurance holding company system, including all affiliates. Financial statements may include, but are not limited to, annual audited financial statements filed with the United States Securities and Exchange Commission (SEC) pursuant to the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended. An insurer required to file financial statements pursuant to this paragraph may satisfy the request by providing the commissioner with the most recently filed parent corporation financial statements that have been filed with the SEC;
(f) Other matters concerning transactions between registered insurers and any affiliates as may be included from time to time in any registration forms adopted or approved by the commissioner;
(g) Statements that the insurer’s board of directors oversees corporate governance and internal controls and that the insurer’s officers or senior management have approved, implemented, and continue to maintain and monitor corporate governance and internal control procedures; and
(h) Any other information required by the commissioner by rule or regulation; and
(2) All registration statements shall contain a summary outlining all items in the current registration statement representing changes from the prior registration statement.
(3) Subject to Section 83-6-25, each registered insurer shall report to the commissioner all dividends and other distributions to shareholders within fifteen (15) business days following the declaration thereof.
(4) Any person within an insurance holding company system subject to registration shall be required to provide complete and accurate information to an insurer, where the information is reasonably necessary to enable the insurer to comply with the provisions of this chapter.
(5) Annual reports and filings. (a) Enterprise Risk Filings. The ultimate controlling person of every insurer subject to registration shall also file an annual enterprise risk report. The report shall, to the best of the ultimate controlling person’s knowledge and belief, identify the material risks within the insurance holding company system that could pose enterprise risk to the insurer. The report shall be filed with the Commissioner of Insurance of the insurance holding company system as determined by the procedures within the Financial Analysis Handbook adopted by the National Association of Insurance Commissioners.(b) Group Capital Calculation. (i) Except as provided below, the ultimate controlling person of every insurer subject to registration shall concurrently file with the registration an annual group capital calculation as directed by the Commissioner of Insurance. The report shall be completed in accordance with the NAIC Group capital calculation instructions, which may permit the Commissioner of Insurance to allow a controlling person that is not the ultimate controlling person to file the group capital calculation. The report shall be filed with the insurance holding company system as determined by the commissioner in accordance with the procedures within the Financial Analysis Handbook adopted by the NAIC. Insurance holding company systems described below are exempt from filing the group capital calculation:1. An insurance holding company system that has only one (1) insurer within its holding company structure, that only writes business and is only licensed in its domestic state, and assumes no business from any other insurer;2. An insurance holding company system that is required to perform a group capital calculation specified by the United States Federal Reserve Board. The Commissioner of Insurance shall request the calculation from the Federal Reserve Board under the terms of information sharing agreements in effect. If the Federal Reserve Board cannot share the calculation with the Commissioner of Insurance, the insurance holding company system is not exempt from the group capital calculation filing;3. An insurance holding company system whose non-U.S. group-wide supervisor is located within a reciprocal jurisdiction as described in Section 83-19-151(f)(1) that recognizes the U.S. State Regulatory approach to group supervision and group capital; or4. An insurance holding company system:a. That provides information to the Commissioner of Insurance that meets the requirements for accreditation under the NAIC financial standards and accreditation program, either directly or indirectly through the group-wide supervisor, who has determined such information is satisfactory to allow the Commissioner of Insurance to comply with the NAIC group supervision approach, as detailed in the NAIC Financial Analysis Handbook, andb. Whose non-U.S. group-wide supervisor who is not in a reciprocal jurisdiction recognizes and accepts, as specified by the commissioner in regulation, the group capital calculation as the world-wide group capital assessment for U.S. insurance groups who operate in that jurisdiction.(ii) Notwithstanding the provisions of items 3 and 4 of subparagraph (i) of this paragraph (b), a Commissioner of Insurance shall require the group capital calculation for U.S. operations of any non-U.S. based insurance holding company system where, after any necessary consultation with other supervisors or officials, it is deemed appropriate by the Commissioner of Insurance for prudential oversight and solvency monitoring purposes or for ensuring the competitiveness of the insurance marketplace.(iii) Notwithstanding the exemptions from filing the group capital calculation stated in items 1 through 4 of subparagraph (i) of this paragraph (b), the Commissioner of Insurance has the discretion to exempt the ultimate controlling person from filing the annual group capital calculation or to accept a limited group capital filing or report in accordance with criteria as specified by the commissioner in regulation.(iv) If the Commissioner of Insurance determines that an insurance holding company system no longer meets one or more of the requirements for an exemption from filing the group capital calculation under this section, the insurance holding company system shall file the group capital calculation at the next annual filing date unless given an extension by the Commissioner of Insurance based on reasonable grounds shown.(c) Liquidity Stress Test. The ultimate controlling person of every insurer subject to registration and also scoped into the NAIC Liquidity Stress Test Framework shall file the results of a specific year’s Liquidity Stress Test. The filing shall be made to the Commissioner of Insurance of the insurance holding company system as determined by the procedures within the Financial Analysis Handbook adopted by the National Association of Insurance Commissioners:(i) The NAIC Liquidity Stress Test Framework includes Scope Criteria applicable to a specific data year. These Scope Criteria are reviewed at least annually by the Financial Stability Task Force or its successor. Any change to the NAIC Liquidity Stress Test Framework or to the data year for which the Scope Criteria are to be measured shall be effective on January 1 of the year following the calendar year when such changes are adopted. Insurers meeting at least one (1) threshold of the Scope Criteria are considered scoped into the NAIC Liquidity Stress Test Framework for the specified data year unless the Commissioner of Insurance, in consultation with the NAIC Financial Stability Task Force or its successor, determines the insurer should not be scoped into the NAIC Liquidity Stress Test Framework for that data year. Similarly, insurers that do not trigger at least one (1) threshold of the Scope Criteria are considered scoped out of the NAIC Liquidity Stress Test Framework for the specified data year, unless the Commissioner of Insurance, in consultation with the NAIC Financial Stability Task Force or its successor, determines the insurer should be scoped into the NAIC Liquidity Stress Test Framework for that data year.Regulators wish to avoid having insurers scoped in and out of the NAIC Liquidity Stress Test Framework on a frequent basis. The Commissioner of Insurance, in consultation with the Financial Stability Task Force or its successor, will assess this concern as part of the determination for an insurer.(ii) The performance of, and filing of the results from, a specific year’s Liquidity Stress Test shall comply with the NAIC Liquidity Stress Test Framework’s instructions and reporting templates for that year and any Commissioner of Insurance determinations, in consultation with the Financial Stability Task Force or its successor, provided within the Framework.
(a) Enterprise Risk Filings. The ultimate controlling person of every insurer subject to registration shall also file an annual enterprise risk report. The report shall, to the best of the ultimate controlling person’s knowledge and belief, identify the material risks within the insurance holding company system that could pose enterprise risk to the insurer. The report shall be filed with the Commissioner of Insurance of the insurance holding company system as determined by the procedures within the Financial Analysis Handbook adopted by the National Association of Insurance Commissioners.
(b) Group Capital Calculation. (i) Except as provided below, the ultimate controlling person of every insurer subject to registration shall concurrently file with the registration an annual group capital calculation as directed by the Commissioner of Insurance. The report shall be completed in accordance with the NAIC Group capital calculation instructions, which may permit the Commissioner of Insurance to allow a controlling person that is not the ultimate controlling person to file the group capital calculation. The report shall be filed with the insurance holding company system as determined by the commissioner in accordance with the procedures within the Financial Analysis Handbook adopted by the NAIC. Insurance holding company systems described below are exempt from filing the group capital calculation:1. An insurance holding company system that has only one (1) insurer within its holding company structure, that only writes business and is only licensed in its domestic state, and assumes no business from any other insurer;2. An insurance holding company system that is required to perform a group capital calculation specified by the United States Federal Reserve Board. The Commissioner of Insurance shall request the calculation from the Federal Reserve Board under the terms of information sharing agreements in effect. If the Federal Reserve Board cannot share the calculation with the Commissioner of Insurance, the insurance holding company system is not exempt from the group capital calculation filing;3. An insurance holding company system whose non-U.S. group-wide supervisor is located within a reciprocal jurisdiction as described in Section 83-19-151(f)(1) that recognizes the U.S. State Regulatory approach to group supervision and group capital; or4. An insurance holding company system:a. That provides information to the Commissioner of Insurance that meets the requirements for accreditation under the NAIC financial standards and accreditation program, either directly or indirectly through the group-wide supervisor, who has determined such information is satisfactory to allow the Commissioner of Insurance to comply with the NAIC group supervision approach, as detailed in the NAIC Financial Analysis Handbook, andb. Whose non-U.S. group-wide supervisor who is not in a reciprocal jurisdiction recognizes and accepts, as specified by the commissioner in regulation, the group capital calculation as the world-wide group capital assessment for U.S. insurance groups who operate in that jurisdiction.(ii) Notwithstanding the provisions of items 3 and 4 of subparagraph (i) of this paragraph (b), a Commissioner of Insurance shall require the group capital calculation for U.S. operations of any non-U.S. based insurance holding company system where, after any necessary consultation with other supervisors or officials, it is deemed appropriate by the Commissioner of Insurance for prudential oversight and solvency monitoring purposes or for ensuring the competitiveness of the insurance marketplace.(iii) Notwithstanding the exemptions from filing the group capital calculation stated in items 1 through 4 of subparagraph (i) of this paragraph (b), the Commissioner of Insurance has the discretion to exempt the ultimate controlling person from filing the annual group capital calculation or to accept a limited group capital filing or report in accordance with criteria as specified by the commissioner in regulation.(iv) If the Commissioner of Insurance determines that an insurance holding company system no longer meets one or more of the requirements for an exemption from filing the group capital calculation under this section, the insurance holding company system shall file the group capital calculation at the next annual filing date unless given an extension by the Commissioner of Insurance based on reasonable grounds shown.
(i) Except as provided below, the ultimate controlling person of every insurer subject to registration shall concurrently file with the registration an annual group capital calculation as directed by the Commissioner of Insurance. The report shall be completed in accordance with the NAIC Group capital calculation instructions, which may permit the Commissioner of Insurance to allow a controlling person that is not the ultimate controlling person to file the group capital calculation. The report shall be filed with the insurance holding company system as determined by the commissioner in accordance with the procedures within the Financial Analysis Handbook adopted by the NAIC. Insurance holding company systems described below are exempt from filing the group capital calculation:1. An insurance holding company system that has only one (1) insurer within its holding company structure, that only writes business and is only licensed in its domestic state, and assumes no business from any other insurer;2. An insurance holding company system that is required to perform a group capital calculation specified by the United States Federal Reserve Board. The Commissioner of Insurance shall request the calculation from the Federal Reserve Board under the terms of information sharing agreements in effect. If the Federal Reserve Board cannot share the calculation with the Commissioner of Insurance, the insurance holding company system is not exempt from the group capital calculation filing;3. An insurance holding company system whose non-U.S. group-wide supervisor is located within a reciprocal jurisdiction as described in Section 83-19-151(f)(1) that recognizes the U.S. State Regulatory approach to group supervision and group capital; or4. An insurance holding company system:a. That provides information to the Commissioner of Insurance that meets the requirements for accreditation under the NAIC financial standards and accreditation program, either directly or indirectly through the group-wide supervisor, who has determined such information is satisfactory to allow the Commissioner of Insurance to comply with the NAIC group supervision approach, as detailed in the NAIC Financial Analysis Handbook, andb. Whose non-U.S. group-wide supervisor who is not in a reciprocal jurisdiction recognizes and accepts, as specified by the commissioner in regulation, the group capital calculation as the world-wide group capital assessment for U.S. insurance groups who operate in that jurisdiction.
1. An insurance holding company system that has only one (1) insurer within its holding company structure, that only writes business and is only licensed in its domestic state, and assumes no business from any other insurer;
2. An insurance holding company system that is required to perform a group capital calculation specified by the United States Federal Reserve Board. The Commissioner of Insurance shall request the calculation from the Federal Reserve Board under the terms of information sharing agreements in effect. If the Federal Reserve Board cannot share the calculation with the Commissioner of Insurance, the insurance holding company system is not exempt from the group capital calculation filing;
3. An insurance holding company system whose non-U.S. group-wide supervisor is located within a reciprocal jurisdiction as described in Section 83-19-151(f)(1) that recognizes the U.S. State Regulatory approach to group supervision and group capital; or
4. An insurance holding company system:a. That provides information to the Commissioner of Insurance that meets the requirements for accreditation under the NAIC financial standards and accreditation program, either directly or indirectly through the group-wide supervisor, who has determined such information is satisfactory to allow the Commissioner of Insurance to comply with the NAIC group supervision approach, as detailed in the NAIC Financial Analysis Handbook, andb. Whose non-U.S. group-wide supervisor who is not in a reciprocal jurisdiction recognizes and accepts, as specified by the commissioner in regulation, the group capital calculation as the world-wide group capital assessment for U.S. insurance groups who operate in that jurisdiction.
a. That provides information to the Commissioner of Insurance that meets the requirements for accreditation under the NAIC financial standards and accreditation program, either directly or indirectly through the group-wide supervisor, who has determined such information is satisfactory to allow the Commissioner of Insurance to comply with the NAIC group supervision approach, as detailed in the NAIC Financial Analysis Handbook, and
b. Whose non-U.S. group-wide supervisor who is not in a reciprocal jurisdiction recognizes and accepts, as specified by the commissioner in regulation, the group capital calculation as the world-wide group capital assessment for U.S. insurance groups who operate in that jurisdiction.
(ii) Notwithstanding the provisions of items 3 and 4 of subparagraph (i) of this paragraph (b), a Commissioner of Insurance shall require the group capital calculation for U.S. operations of any non-U.S. based insurance holding company system where, after any necessary consultation with other supervisors or officials, it is deemed appropriate by the Commissioner of Insurance for prudential oversight and solvency monitoring purposes or for ensuring the competitiveness of the insurance marketplace.
(iii) Notwithstanding the exemptions from filing the group capital calculation stated in items 1 through 4 of subparagraph (i) of this paragraph (b), the Commissioner of Insurance has the discretion to exempt the ultimate controlling person from filing the annual group capital calculation or to accept a limited group capital filing or report in accordance with criteria as specified by the commissioner in regulation.
(iv) If the Commissioner of Insurance determines that an insurance holding company system no longer meets one or more of the requirements for an exemption from filing the group capital calculation under this section, the insurance holding company system shall file the group capital calculation at the next annual filing date unless given an extension by the Commissioner of Insurance based on reasonable grounds shown.
(c) Liquidity Stress Test. The ultimate controlling person of every insurer subject to registration and also scoped into the NAIC Liquidity Stress Test Framework shall file the results of a specific year’s Liquidity Stress Test. The filing shall be made to the Commissioner of Insurance of the insurance holding company system as determined by the procedures within the Financial Analysis Handbook adopted by the National Association of Insurance Commissioners:(i) The NAIC Liquidity Stress Test Framework includes Scope Criteria applicable to a specific data year. These Scope Criteria are reviewed at least annually by the Financial Stability Task Force or its successor. Any change to the NAIC Liquidity Stress Test Framework or to the data year for which the Scope Criteria are to be measured shall be effective on January 1 of the year following the calendar year when such changes are adopted. Insurers meeting at least one (1) threshold of the Scope Criteria are considered scoped into the NAIC Liquidity Stress Test Framework for the specified data year unless the Commissioner of Insurance, in consultation with the NAIC Financial Stability Task Force or its successor, determines the insurer should not be scoped into the NAIC Liquidity Stress Test Framework for that data year. Similarly, insurers that do not trigger at least one (1) threshold of the Scope Criteria are considered scoped out of the NAIC Liquidity Stress Test Framework for the specified data year, unless the Commissioner of Insurance, in consultation with the NAIC Financial Stability Task Force or its successor, determines the insurer should be scoped into the NAIC Liquidity Stress Test Framework for that data year.Regulators wish to avoid having insurers scoped in and out of the NAIC Liquidity Stress Test Framework on a frequent basis. The Commissioner of Insurance, in consultation with the Financial Stability Task Force or its successor, will assess this concern as part of the determination for an insurer.(ii) The performance of, and filing of the results from, a specific year’s Liquidity Stress Test shall comply with the NAIC Liquidity Stress Test Framework’s instructions and reporting templates for that year and any Commissioner of Insurance determinations, in consultation with the Financial Stability Task Force or its successor, provided within the Framework.
(i) The NAIC Liquidity Stress Test Framework includes Scope Criteria applicable to a specific data year. These Scope Criteria are reviewed at least annually by the Financial Stability Task Force or its successor. Any change to the NAIC Liquidity Stress Test Framework or to the data year for which the Scope Criteria are to be measured shall be effective on January 1 of the year following the calendar year when such changes are adopted. Insurers meeting at least one (1) threshold of the Scope Criteria are considered scoped into the NAIC Liquidity Stress Test Framework for the specified data year unless the Commissioner of Insurance, in consultation with the NAIC Financial Stability Task Force or its successor, determines the insurer should not be scoped into the NAIC Liquidity Stress Test Framework for that data year. Similarly, insurers that do not trigger at least one (1) threshold of the Scope Criteria are considered scoped out of the NAIC Liquidity Stress Test Framework for the specified data year, unless the Commissioner of Insurance, in consultation with the NAIC Financial Stability Task Force or its successor, determines the insurer should be scoped into the NAIC Liquidity Stress Test Framework for that data year.
Regulators wish to avoid having insurers scoped in and out of the NAIC Liquidity Stress Test Framework on a frequent basis. The Commissioner of Insurance, in consultation with the Financial Stability Task Force or its successor, will assess this concern as part of the determination for an insurer.
(ii) The performance of, and filing of the results from, a specific year’s Liquidity Stress Test shall comply with the NAIC Liquidity Stress Test Framework’s instructions and reporting templates for that year and any Commissioner of Insurance determinations, in consultation with the Financial Stability Task Force or its successor, provided within the Framework.
(6) Violations. The failure to file a registration statement or any summary of the registration state or enterprise risk filing required by this section within the time specified for filing shall be a violation of this section.