Ohio § 3901.073

§ 3901.073.

(A)(1)(a) Not later than June 1, 2017, an insurer domiciled in this state, or the insurance

group of which the insurer is a member, that, as of December 31, 2015, has an annual,

direct written and unaffiliated assumed premium totaling more than five billion dollars,

shall submit to the superintendent a corporate governance annual disclosure that contains

the information described in section 3901.074 of the Revised Code . (b) Not later than June 1, 2018, and on or before the first day of June each year thereafter,

an insurer domiciled in this state, or the insurance group to which the insurer is

a member, shall submit to the superintendent a corporate governance annual disclosure

that contains the information described in section 3901.074 of the Revised Code . (2) Notwithstanding any request from the superintendent, if the insurer is a member of

an insurance group, the insurer shall submit the report required by division (A)(1)

of this section if the superintendent is the lead state commissioner of the insurance

group as determined by the procedures outlined within the most recent financial analysis

handbook adopted by the NAIC.  The review of the CGAD and any additional requests for information shall be made

by the lead state as determined by the procedures within the most recent financial

analysis handbook adopted by the NAIC. (B) An insurer not required to submit a CGAD under division (A) of this section shall

do so upon request of the superintendent. (C) The CGAD shall include a signature of the insurer or insurance group's chief executive officer

or corporate secretary attesting to the best of that individual's belief and knowledge

that the insurer has implemented the corporate governance practices and that a copy

of the disclosure has been provided to the insurer's board of directors or the appropriate

committee thereof. (D)(1) For purposes of completing the CGAD, the insurer or insurance group may provide information

regarding corporate governance at one or all of the following levels depending on

how the insurer or insurance group has structured its system of corporate governance: (a) The ultimate controlling parent level; (b) An intermediate holding company level; (c) The individual legal entity level. (2) The insurer or insurance group is encouraged to make the CGAD disclosures at one

of the following levels: (a) At the level at which the insurer's or insurance group's risk appetite is determined; (b) At the level at which the insurer's earnings, capital, liquidity, operations, and

reputation are overseen collectively and at which the supervision of those factors

is coordinated and exercised; (c) At the level at which legal liability for failure of general corporate governance

duties would be placed. (3) If the insurer or insurance group determines the level of reporting based on the

criteria listed in division (D)(2) of this section, it shall indicate which of the

three criteria was used to determine the level of reporting and explain any subsequent

changes in the level of reporting. (E) If an insurer provides information substantially similar to the information required

under sections 3901.072 to 3901.078 of the Revised Code in other documents provided to the superintendent, including proxy statements filed

in conjunction with insurance holding company registration or other state or federal

filings provided to the department, the insurer shall not be required to duplicate

the information and may comply with division (A) of this section by referencing within

the CGAD the relevant document.