New Jersey Administrative Code › Title 11 - INSURANCE › Chapter 2 - INSURANCE GROUP › Subchapter 26 - ANNUAL FINANCIAL REPORTING › Section 11:2-26.3 - Definitions

Current through Register Vol. 56, No. 14, July 15, 2024
The following words and terms, when used in this subchapter, shall have the following meanings, unless the context clearly indicates otherwise.
"Accountant" and "independent certified public accountant" means an independent certified public accountant or accounting firm in good standing with the American Institute of Certified Public Accountants (AICPA) and in all states in which they are licensed to practice; for alien insurers, it means a chartered or similarly certified accountant.
"Affiliate" of, or person "affiliated" with, a specific person, 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.
"Alien insurer" means an insurer formed under the laws of any country other than the United States of America, its states, districts, territories, commonwealths or possessions.
"Audit committee" means a committee (or equivalent body) established by the board of directors of an entity for the purpose of overseeing the accounting and financial reporting processes of an insurer or group of insurers, the internal audit function of an insurer or group of insurers, if applicable, and external audits of financial statements of the insurer or group of insurers. The audit committee of any entity that controls a group of insurers may be deemed to be the audit committee for one or more of these controlled insurers solely for the purposes of this subchapter at the election of the controlling person if it meets the requirements of N.J.S.A. 17:27A-4d(5).
"Audited financial report" means and includes those items specified in N.J.A.C. 11:2-26.5.
"Commissioner" means the Commissioner of the Department of Banking and Insurance.
"Controlling person" means the same as that term is defined in 17:27A-1.
"Department" means the Department of Banking and Insurance.
"Group of insurers" means those licensed insurers included in the reporting requirements of 17:27A-1 et seq. or a set of insurers as identified by management, for the purpose of assessing the effectiveness of internal controls over financial reporting.
"Indemnification" means an agreement of indemnity or a release from liability where the intent or effect is to shift or limit in any manner the potential liability of the person or firm for failure to adhere to applicable auditing or professional standards, whether or not resulting in part from knowing or other misrepresentations made by the insurer or its representatives.
"Independent board member" has the same meaning as described in 11:2-26.1 4(c).
"Insurer" means any person, association, partnership or corporation licensed, authorized or eligible to transact the business of insurance in this State pursuant to Subtitle 3 of Title 17 or Subtitle 3 of Title 17B of the Revised Statutes of the State of New Jersey including, but not limited to, eligible surplus lines insurers, interinsurance exchanges and all risk retention groups as defined in 15 U.S.C. section 3901 doing business in New Jersey. Insurer does not include any statutory mechanism for providing insurance coverage in this State, including, but not limited to municipal joint insurance funds formed pursuant to 40A:10-36 et seq.
"Internal audit function" means a person or persons that provide independent, objective, and reasonable assurance designed to add value and improve an organization's operations and accomplish its objectives by bringing a systematic, disciplined approach to evaluate and improve the effectiveness of risk management, control, and governance processes.
"Internal control over financial reporting" means a process effected by an entity's board of directors, management and other personnel designed to provide reasonable assurance regarding the reliability of the financial statements, that is, those items specified in 11:2-26.5 (b), and includes those policies and procedures that:
1. Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets;
2. Provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements, that is, those items specified in 11:2-26.5(b); and
3. Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the financial statements, that is, those items specified in 11:2-26.5(b).
"SEC" means the United States Securities and Exchange Commission.
"Section 404" means Section 404 of the Sarbanes-Oxley Act of 2002, 15 U.S.C. §
										7262, and the SEC's rules and regulations promulgated thereunder.
" Section 404 Report" means management's report on "internal control over financial reporting" as defined by the SEC and the related attestation report of the independent certified public accountant as described in 11:2-26.3.
"SOX compliant entity" means an entity that either is required to be compliant with, or voluntarily is compliant with, all of the following provisions of the Sarbanes-Oxley Act of 2002:
1. The preapproval requirements of Section 201 (Section 10A(i) of the Securities Exchange Act of 1934), 15 U.S.C. §
										78j-1(g) and (h);
2. The Audit committee independence requirements of Section 301 (Section 10A(m)(3) of the Securities Exchange Act of 1934), 15 U.S.C. §
										78j- 1(m); and
3. The internal control over financial reporting requirements of Section 404 (Item 308 of SEC Regulation S-K), 15 U.S.C. §
										7262.
"Workpapers" means the records kept by the independent certified public accountant of the procedures followed, the tests performed, the information obtained, and the conclusions reached pertinent to his or her audit of the financial statements of an insurer. Workpapers may include audit planning documentation, work programs, analyses, memoranda, letters of confirmation and representation, abstracts of company documents and schedules or commentaries prepared or obtained by the independent certified public accountant in the course of his or her audit of the financial statements of an insurer and which support his or her opinion thereof.