Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 63 - INSURANCE COMPANIES GENERALLY (§§ 23-63-101 — 23-63-2010) › Subchapter 5 - INSURANCE HOLDING COMPANY REGULATORY ACT (§§ 23-63-501 — 23-63-532) › Section 23-63-514 - Registration of insurers

(a)
Registration.
Every insurer that is authorized to do business in this state and that is a member of an insurance holding company system shall register with the Insurance Commissioner, except:
(1)
A foreign insurer subject to disclosure requirements and standards adopted by code, statute, or regulation in the jurisdiction of its domicile that are substantially similar to those contained in this section; and
(2)
A domestic insurer or a domestic holding company system authorized and doing business solely within this state that:
(A)
Is not affiliated with a foreign or alien insurer; and
(B)
Reported less than seven million dollars ($7,000,000) in gross premium during the most recent annual reporting period.
(b)
Information and Form Required.
Every insurer subject to registration shall file a registration statement on a form prescribed by the National Association of Insurance Commissioners, which shall contain current information about:
(1)
The capital structure, general financial condition, and 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, 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 covering all or substantially all of one (1) or more lines of insurance of the ceding company;
(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)
(A)
(i)
If requested by the commissioner, the insurer shall include financial statements of or within an insurance holding company system, including all affiliates.
(ii)
Financial statements may include without limitation annual audited financial statements filed with the United States Securities and Exchange Commission pursuant to the Securities Act of 1933,
15 U.S.C. § 77a
et seq., as it existed on January 1, 2017, or the Securities Exchange Act of 1934,
15 U.S.C. § 78a
et seq., as it existed on January 1, 2017.
(B)
An insurer required to file financial statements pursuant to this section may satisfy the request by providing the commissioner with the most recently filed parent corporation financial statements that have been filed with the United States Securities and Exchange Commission;
(6)
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; and
(7)
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.
(c)
Materiality.
(1)
No information need be disclosed on the registration statement filed pursuant to subsection (b) of this section if the information is not material for the purposes of this section. Unless the commissioner by rule or order provides otherwise, sales, purchases, exchanges, loans, or extensions of credit, or investments, involving one-half of one percent (0.5%) or less of an insurer's admitted assets as of the December 31 next-preceding shall not be deemed material for purposes of this section.
(2)
(A)
However, each registered insurer shall disclose in writing to the commissioner within five (5) business days following the declaration of a dividend and no less than ten (10) business days prior to the payment of the dividend, all ordinary dividends payable to shareholders.
(B)
The disclosure shall also be included in the reporting insurer's next annual and restated insurance registration statement and upon any statutory filing required under §
23-63-514
or §
23-63-515
.
(d)
Amendments to Registration Statements.
(1)
(A)
Each registered insurer shall keep current the information required to be disclosed in its registration statement by reporting all material changes or additions on amendment forms provided by the commissioner within fifteen (15) days after the end of the month in which it learns of each material change or addition.
(B)
However, subject to §
23-63-515(c)
, each registered insurer shall report all dividends and other distributions to shareholders within five (5) business days following the declaration and no less than ten (10) business days prior to the payment of the dividend or other distribution.
(2)
Registered insurers shall annually refile an amended and restated registration statement in the manner and at the times prescribed by the commissioner.
(e)
Termination of Registration.
The commissioner shall terminate the registration of any insurer which demonstrates that it no longer is a member of an insurance holding company system.
(f)
Consolidated Filing.
The commissioner may require or allow two (2) or more affiliated insurers subject to registration hereunder to file a consolidated registration statement or consolidated reports amending their consolidated registration statement or their individual registration statements.
(g)
Alternative Registration.
The commissioner may allow an insurer which is authorized to do business in this state and which is part of an insurance holding company system to register on behalf of any affiliated insurer which is required to register under subsection (a) of this section and to file all information and material required to be filed under this section.
(h)
Exemptions.
The provisions of this section shall not apply to any insurer, information, or transaction if, and to the extent that, the commissioner by rule or order shall exempt it from the provisions of this section.
(i)
Disclaimer.
(1)
Any person may file with the commissioner a disclaimer of affiliation with any authorized insurer, or the disclaimer may be filed by the insurer or any member of an insurance holding company system.
(2)
The disclaimer shall fully disclose all material relationships and bases for affiliation between the person and the insurer as well as the basis for disclaiming the affiliation.
(3)
After a disclaimer has been filed, the insurer shall be relieved of any duty to register or report under this section which may arise out of the insurer's relationship with the person unless and until the commissioner disallows the disclaimer.
(4)
The commissioner shall disallow a disclaimer only after furnishing all parties in interest with notice and opportunity to be heard and after making specific findings of fact to support the disallowance.
(j)
Information of Insurers.
Any person within an insurance holding company system subject to registration shall be required to provide complete and accurate information to an insurer, when such information is reasonably necessary to enable the insurer to comply with the provisions of this subchapter.
(k)
Violations.
The failure to file a registration statement or any amendment thereto required by this section within the time specified for the filing shall be a violation of this section.
(l)
Applicability.
This section applies to domestic and foreign insurers or insurance holding company systems consistent with the definitions in §
23-63-503
.
(m)
Enterprise Risk Filing.
The ultimate controlling person of an insurer registered under this section, to the best of the ultimate controlling person's knowledge and belief, shall file an annual enterprise risk report that:
(1)
Identifies the material risks within the insurance holding company system that may pose an enterprise risk to the insurer; and
(2)
Is filed with the insurance commissioner of the lead state of the insurance holding company system as determined by the Financial Analysis Handbook, as adopted by the National Association of Insurance Commissioners.
Amended by Act 2019, No. 315,§ 2630, eff. 7/24/2019.
Amended by Act 2019, No. 315,§ 2629, eff. 7/24/2019.
Amended by Act 2017, No. 386,§ 3, eff. 8/1/2017.
Amended by Act 2015, No. 1223,§ 9, eff. 7/22/2015.
Acts 1971, No. 288, § 6; A.S.A. 1947, § 66-5006; Acts 1989, No. 772, § 2; 1991, No. 723, § 23; 1999, No. 454, § 1; 2005, No. 506, § 22; 2007, No. 496, § 9; 2011, No. 887, §§ 3, 4.