(1) On June 1, 2020, and on June 1 of each year thereafter, an insurer, or the insurance group of which the insurer is a member, shall submit to the commissioner a CGAD that contains the information described in section 10-3-1604 and in subsection (2) of this section. Notwithstanding any request from the commissioner made pursuant to subsection (3) of this section, if an insurer is a member of an insurance group, the insurer shall submit the report required by this section to the commissioner of the lead state for the insurance group, in accordance with the laws of the lead state, as determined by the procedures outlined in the most recent financial analysis handbook adopted by the NAIC.
(2) The CGAD must include the signature of the insurer or insurance group's chief executive officer or corporate secretary attesting that, to the best of that individual's belief and knowledge:
The insurer or insurance group has implemented the corporate governance practices;and
A copy of the disclosure has been provided to the insurer or insurance group's boardof directors or the appropriate committee thereof.
An insurer or insurance group that is not required to submit a CGAD under thissection shall do so at the commissioner's request.
(a) For purposes of completing a CGAD, an insurer or insurance group may provide information regarding corporate governance at the ultimate controlling parent level, at an intermediate holding company level, or at the individual legal entity level, depending upon how the insurer or insurance group has structured its system of corporate governance. Each insurer and insurance group is encouraged to make its CGAD disclosures at:
The level at which the insurer's or insurance group's risk appetite is determined;
The level at which the earnings, capital, liquidity, operations, and reputation of theinsurer or insurance group are overseen collectively and at which the supervision of these factors is coordinated and exercised; or
The level at which legal liability for failure of general corporate governance dutieswould be placed.
(b) If an insurer or insurance group makes its CGAD disclosures at a level described in subsection (4)(a) of this section, the insurer or insurance group shall include in the CGAD an indication of which level and an explanation of any subsequent change in the level.
The commissioner's review of the CGAD and any additional requests for informationshall be made through the lead state of the insurance group, as determined by the procedures within the most recent financial analysis handbook adopted by the NAIC.
Insurers and insurance groups that provide to the commissioner other documents thatinclude information substantially similar to the information required by this part 16, including proxy statements filed pursuant to section 10-3-804 and other state or federal filings provided to the division, are not required to duplicate that information in the CGAD but shall include in the CGAD cross references indicating which document or documents include the information.
Source: L. 2019: Entire part added, (HB 19-1291), ch. 188, p. 2085, § 1, effective August 2.