Missouri § 382.110 - Registration, form, contents, exempted matter.

§ 382.110. Registration, form, contents, exempted matter.

1.  Every insurer subject to registration shall file a registration statement on a form provided by the director containing current information about:

(1)  The capital structure, general financial condition, ownership and management of the insurer and any person controlling the insurer;

(2)  The identity of every member of the insurance holding company system;

(3)  The following agreements in force, relationships subsisting, and transactions currently outstanding between the insurer and its affiliates:

(a)  Loans, other investments, or purchases, sales or exchanges of securities of the affiliates by the insurer or of the insurer by its affiliates;

(b)  Purchases, sales, or exchanges of assets;

(c)  Transactions not in the ordinary course of business;

(d)  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;

(e)  All management and service contracts and all cost-sharing arrangements;

(f)  Reinsurance agreements;

(g)  Dividends and other distributions to shareholders; and

(h)  Consolidated tax allocation agreements;

(4)  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;

(5)  Financial statements of or within an insurance holding company system, including all affiliates, if requested by the director.  Financial statements may include, but are not limited to, annual audited financial statements filed with the United States Securities and Exchange Commission (SEC) under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.  An insurer required to file financial statements under this subdivision may satisfy such requirement by providing the director with the most recently filed parent corporation financial statements that have been filed with the SEC;

(6)  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;

(7)  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 director; and

(8)  Any other information required by the director by rule.

2.  All registration statements shall contain a summary outlining all items in the current registration statement representing changes from the prior registration statement.

3.  No information need be disclosed on the registration statement filed pursuant to subsection 1 of this section if such information is not material for the purposes of that subsection.  Unless the director by rule, regulation or order provides otherwise, sales, purchases, exchanges, loans or extensions of credit, or investments, involving one-half of one percent or less of an insurer's admitted assets as of the thirty-first day of December next preceding shall not be deemed material for purposes of subsection 1 of this section.  The definition of "materiality" used in this subsection shall not apply to the group capital calculation or the liquidity stress test framework.

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 such information is reasonably necessary to enable the insurer to comply with the provisions of sections 382.010 to 382.300.

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(L. 1971 S.B. 101 §§ 13, 14, A.L. 1992 H.B. 1574, A.L. 2015 H.B. 50, A.L. 2021 S.B. 6)

---- end of effective  28 Aug 2021 ----

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