New Mexico Administrative Code › Title 13 - INSURANCE › Chapter 2 - INSURANCE COMPANY LICENSING AND OPERATION › Part 10 - CORPORATE GOVERNANCE ANNUAL DISCLOSURE › Section 13.2.10.8 - CORPORATE GOVERNANCE ANNUAL DISCLOSURE FILING PROCEDURES

Current through Register Vol. 35, No. 13, July 16, 2024
A. An insurer, or
				an insurance group of which an insurer is a member, shall, no later than June 1
				of each calendar year, submit to the superintendent a CGAD that contains the
				information described in this rule.
B. The CGAD must include a signature of a
				member of the insurer's or insurance group's senior management attesting that,
				to the best of that individual's belief and knowledge, the insurer or insurance
				group has implemented the corporate governance practices and that a copy of the
				CGAD has been provided to the insurer's or insurance group's board of directors
				("board") or the appropriate committee thereof.
C. The insurer or insurance group shall have
				discretion regarding the appropriate format for providing the information
				required by this rule and is permitted to customize the CGAD to provide the
				most relevant information necessary to permit the superintendent to gain an
				understanding of the corporate governance structure, policies and practices
				utilized by the insurer or insurance group.
D. For purposes of completing the CGAD, the
				insurer or insurance group may choose to provide information on governance
				activities that occur at the ultimate controlling parent level, an intermediate
				holding company level or the individual legal entity level, depending upon how
				the insurer or insurance group has structured its system of corporate
				governance. The insurer or insurance group is encouraged to make the CGAD
				disclosures at the level at which the insurer's or insurance group's risk
				appetite is determined, or at which the earnings, capital, liquidity,
				operations, and reputation of the insurer or insurance group are overseen
				collectively and at which the supervision of those factors is coordinated and
				exercised, or the level at which legal liability for failure of general
				corporate governance duties would be placed. If the insurer or insurance group
				determines the level of reporting based on these criteria, it shall indicate
				which of the three criteria was used to determine the level of reporting and
				explain any subsequent changes in level of reporting.
E. If the CGAD is completed at the insurance
				group level, then it shall be filed with the lead state of the insurance group
				as determined by the procedures outlined in the most recent Financial Analysis
				Handbook adopted by the national association of insurance commissioners
				("NAIC"). In these instances, a copy of the CGAD shall also be provided to the
				chief regulatory official of any state in which the insurance group has a
				domestic insurer, upon request.
F.
				An insurer or insurance group may comply with this section by referencing other
				existing documents (e.g., ORSA summary report, holding company Form B or F
				filings, securities and exchange commission (SEC) proxy statements, foreign
				regulatory reporting requirements, etc.) if the documents provide information
				that is substantially similar to the information described in this rule. The
				insurer or insurance group shall clearly reference the location of the relevant
				information within the CGAD and attach the referenced document if it is not
				already filed or available to the regulator.
G. Each year following the initial filing of
				the CGAD, the insurer or insurance group shall file an amended version of the
				previously filed CGAD indicating where changes have been made. If no changes
				were made in the information or activities reported by the insurer or insurance
				group, the filing should so state.