(a) “Affiliate” means a person that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the person specified.
(b) “Commissioner” means the Commissioner of Insurance of the Virgin Islands.
(c) “Control,” “controlling,” “controlled by” and “under common control with” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract other than a commercial contract for goods or non-management services, or otherwise, unless the power is the result of an official position with or corporate office held by the person. Control is presumed to exist if any person, directly or indirectly, owns, controls, holds with the power to vote, or holds proxies representing, 10 percent or more of the voting securities of any other person. This presumption may be rebutted by a showing made in the manner provided by section 325(k) of this chapter. The Commissioner may determine, after furnishing all persons in interest with notice and opportunity to be heard and making specific findings of fact to support the determination that control exists in fact, notwithstanding the absence of a presumption to that effect.
(d) “Enterprise Risk” means any activity, circumstance, event or series of events involving one or more affiliates of an insurer that, if not remedied promptly, is likely to have a material adverse effect upon the financial condition or liquidity of the insurer or its insurance holding company system as a whole, including, anything that would cause the insurer’s Risk-Based Capital to fall into company action level as set forth in section 473 of chapter 20 of this title or would cause the insurer to be in hazardous financial condition as set forth in section 519 of chapter 21 of this title.
(e) “Group-wide supervisor” means the regulatory official authorized to engage in conducting and coordinating group-wide supervision activities who is determined or acknowledged by the Commissioner under section 329 to have sufficient significant contacts with the internationally active insurance group.
(f) “Insurance Holding Company System” means insurance holding company system consisting of two or more affiliated persons, one or more of which is an insurer.
(g) “Insurer” has the meaning set forth in chapter 1, section 4 of this title. The term as used in this chapter does not include insurers regulated under title 22 virgin Islands Code, chapter 55 and 66, unless specifically provided otherwise in this chapter and it also does not include agencies, authorities or instrumentalities of the United States, its possessions and territories, the Commonwealth of Puerto Rico, the District of Columbia, or a state or political subdivision of a state.
(h) “Internationally active insurance group” means an insurance holding company system that includes an insurer registered under section 325 and meets the following criteria:
(1) Premiums are written in at least three countries;
(2) The percentage of gross premiums written outside the United States is at least ten percent of the insurance holding company system’s total gross written premiums; and
(3) Based on a three-year rolling average, the total assets of the insurance holding company system are at least $50,000,000,000 or the total gross written premiums of the insurance holding company system are at least $10,000,000,000.
(i) “Merger” means combining two or more companies, generally by offering the stockholders of one company securities in the acquiring company in exchange for the surrender of their stock.
(j) “NAIC” means National Association of Insurance Commissioners.
(k) “Person” means an individual, a corporation, a limited liability company, a partnership, an association, a joint stock company, a trust, an unincorporated organization, any similar entity or any combination of the foregoing acting in concert, but does not include any joint venture partnership exclusively engaged in owning, managing, leasing or developing real or tangible personal property.
(l) “SEC” means the Security Exchange Commission.
(m) “Security holder” means a specified person who owns any security of such person, including common stock, preferred stock, debt obligations and any other security convertible into or evidencing the right to acquire any of the foregoing.
(n) “Subsidiary” means an affiliate controlled by such person directly or indirectly through one or more intermediaries.
(o) “Voting Security” includes any security convertible into or evidencing a right to acquire a voting security.