reglab/statecodes huggingface dataset:
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 20 - ADVERTISEMENTS OF HEALTH INSURANCE › Section 836-020-0780 - Use of Model COB Contract Provision

Current through Register Vol. 63, No. 7, July 1, 2024
(1) Appendix A (Exhibit 1 to this rule)
			 contains a model COB provision for use in contracts. The use of this model COB
			 provision is subject to OAR 836-020-0785(1), (2) and (3).
(2) Appendix B (Exhibit 2 to this rule) is a
			 plain language description of the COB process that explains to the covered
			 person how health plans will implement coordination of benefits. It is not
			 intended to replace or change the provisions that are set forth in the
			 contract. Its purpose is to explain the process by which the two or more plans
			 will pay for or provide benefits.
(3) The COB provision contained in Appendix A
			 and the plain language explanation in Appendix B do not have to use the
			 specific words and format shown in Appendix A or Appendix B. Changes may be
			 made to fit the language and style of the rest of the contract or to reflect
			 differences among plans that provide services, that pay benefits for expenses
			 incurred and that indemnify. No substantive changes are permitted.
(4) A COB provision may not be used that
			 permits a plan to reduce its benefits on the basis that:
(a) Another plan exists and the covered
			 person did not enroll in that plan;
(b) A person is eligible or could have been
			 covered under another plan, including Part B of Medicare; or
(c) A person has elected an option under
			 another plan providing a lower level of benefits than another option that could
			 have been elected.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 20 - ADVERTISEMENTS OF HEALTH INSURANCE › Section 836-020-0785 - Rules for Coordination of Benefits

Current through Register Vol. 63, No. 7, July 1, 2024
When a person is covered by two or more plans, the rules for
				determining the order of benefit payments are as follows:
(1)
(a) The
			 primary plan shall pay or provide its benefits as if the secondary plan or
			 plans did not exist.
(b) If the
			 primary plan is a closed panel plan and the secondary plan is not a closed
			 panel plan, the secondary plan shall pay or provide benefits as if it were the
			 primary plan when a covered person uses a non-panel provider, except for
			 emergency services or authorized referrals that are paid or provided by the
			 primary plan.
(c) When multiple
			 contracts providing coordinated coverage are treated as a single plan under OAR
			 836-020-0770  to 836-020-0805, this rule applies only to the plan as a whole,
			 and coordination among the component contracts is governed by the terms of the
			 contracts. If more than one carrier pays or provides benefits under the plan,
			 the carrier designated as primary within the plan shall be responsible for the
			 plan's compliance with 836-020-0770  to 836-020-0805.
(d) If a person is covered by more than one
			 secondary plan, the order of benefit determination rules of OAR 836-020-0770  to
			 836-020-0805 decide the order in which secondary plans benefits are determined
			 in relation to each other. Each secondary plan shall take into consideration
			 the benefits of the primary plan or plans and the benefits of any other plan
			 that, under the rules of 836-020-0770  to 836-020-0805, has its benefits
			 determined before those of that secondary plan.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 20 - ADVERTISEMENTS OF HEALTH INSURANCE › Section 836-020-0791 - Procedure to be Followed by Secondary Plan to Calculate Benefits and Pay a Claim

Current through Register Vol. 63, No. 7, July 1, 2024
(1) In
			 determining the amount to be paid by the secondary plan on a claim, should the
			 plan wish to coordinate benefits, the secondary plan shall calculate the
			 benefits it would have paid on the claim in the absence of other health care
			 coverage and apply that calculated amount to any allowable expense under its
			 plan that is unpaid by the primary plan.
(2) The secondary plan may reduce its payment
			 by the amount so that, when combined with the amount paid by the primary plan,
			 the total benefits paid or provided by all plans for the claim do not exceed
			 100 percent of the total allowable expense for that claim.
(3) In addition, the secondary plan shall
			 credit to its plan deductible any amounts it would have credited to its
			 deductible in the absence of other health care coverage.
Stat. Auth: ORS
				  731.244,
				  743.552
Stats. Implemented:
				  743.549,
				  743.552
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 20 - ADVERTISEMENTS OF HEALTH INSURANCE › Section 836-020-0796 - Notice to Covered Persons

Current through Register Vol. 63, No. 7, July 1, 2024
A plan shall, in its explanation of benefits provided to
				covered persons, include the following language: "If you are covered by more
				than one health benefit plan, you should file all your claims with each
				plan."
Stat. Auth: ORS
				  731.244,
				  743.552
Stats. Implemented:
				  743.549,
				  743.552
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 20 - ADVERTISEMENTS OF HEALTH INSURANCE › Section 836-020-0801 - Miscellaneous Provisions

Current through Register Vol. 63, No. 7, July 1, 2024
(1) A
			 secondary plan that provides benefits in the form of services may recover the
			 reasonable cash value of the services from the primary plan to the extent that
			 benefits for the services are covered by the primary plan and have not already
			 been paid or provided by the primary plan. Nothing in this section may be
			 interpreted to require a plan to reimburse a covered person in cash for the
			 value of services provided by a plan that provides benefits in the form of
			 services.
(2)
(a) A plan with order of benefit
			 determination rules that comply with OAR 836-020-0770  to 836-020-0805
			 (complying plan) may coordinate its benefits with a plan that is "excess" or
			 "always secondary" or that uses order of benefit determination rules that are
			 inconsistent with those contained in 836-020-0770  to 836-020-0805
			 (non-complying plan) on the following basis:
(A) If the complying plan is the primary
			 plan, it shall pay or provide its benefits first;
(B) If the complying plan is the secondary
			 plan, it shall pay or provide its benefits first, but the amount of the
			 benefits payable shall be determined as if the complying plan were the
			 secondary plan. In such a situation, the payment shall be the limit of the
			 complying plan's liability; and
(C)
			 If the non-complying plan does not provide the information needed by the
			 complying plan to determine its benefits within a reasonable time after it is
			 requested to do so, the complying plan shall assume that the benefits of the
			 non-complying plan are identical to its own, and shall pay its benefits
			 accordingly. If, within two years of payment, the complying plan receives
			 information as to the actual benefits of the non-complying plan, it shall
			 adjust payments accordingly.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 20 - ADVERTISEMENTS OF HEALTH INSURANCE › Section 836-020-0806 - Effective Date for Existing Contracts

Current through Register Vol. 63, No. 7, July 1, 2024
(1) A contract that provides health care
			 benefits and that was issued before the effective date of OAR 836-020-0770  to
			 836-020-0805 must comply with 836-020-0770  to 836-020-0805 by:
(a) The later of:
(A) The next anniversary date or renewal date
			 of the contract; or
(B) 12 months
			 following the effective date of OAR 836-020-0770  to 836-020-0805; or
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0003 - Statutory Authority; Purpose

Current through Register Vol. 63, No. 7, July 1, 2024
OAR 836-024-0003  to 836-024-0055  are authorized by ORS
				732.415(4).
				These rules are adopted to carry out the purposes of ORS
				732.415, to prevent fraud or
				deception in connection with the solicitation of proxies, consents, and other
				authorizations, and to protect the insurance-buying public in accordance with
				the purpose of the Insurance Code.
Stat. Auth.: ORS 731 & 732
Stats. Implemented: ORS
				  732.415(4)
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0004 - Application of OAR 836-024-0003 to 836-024-0055

Current through Register Vol. 63, No. 7, July 1, 2024
(1) A domestic stock insurer that has a class
			 of equity securities held of record by 300 or more persons, or any director,
			 officer or employee of that insurer, or any other person, may not solicit or
			 permit the use of the name of a holder of any of the equity securities to
			 solicit, by mail or otherwise, any proxy, consent or authorization in respect
			 to any class of equity securities contrary to any provision of OAR 836-024-0003  to 836-024-0055  or Schedules A and B. OAR 836-024-0003  to 836-024-0055  do not
			 apply, however, to:
(a) A domestic stock
			 insurer if 95 percent or more of its equity securities is owned or controlled
			 by a parent or an affiliated insurer and the remaining securities are held of
			 record by fewer than 500 persons; or
(b) A domestic stock insurer, with respect to
			 a class of securities, if the insurer files with the federal Securities and
			 Exchange Commission forms of proxies, consents and authorizations complying
			 with the requirements of the Securities and Exchange Act of 1934, as amended,
			 and its applicable regulations, with respect to that class of
			 securities.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0006 - Definitions

Current through Register Vol. 63, No. 7, July 1, 2024
As used in OAR 836-024-0003  to 836-024-0055, unless the context
				otherwise requires:
(1) An "affiliate"
			 of, or a person affiliated with, a specified person is 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.
(2) "Associate," when used to indicate a
			 relationship with any person, means:
(a) A
			 corporation or organization of which the person is an officer or partner or is,
			 directly or indirectly, the beneficial owner of ten percent or more of any
			 class of equity securities, but does not include the issuer or a majority-owned
			 subsidiary of the issuer;
(b) A
			 trust or other estate in which the person has a substantial beneficial interest
			 or as to which the person served as trustee or in a similar fiduciary capacity;
			 and
(c) A relative or spouse of
			 that person, or any relative of the spouse, who has the same home as the person
			 or who is a director or officer of the issuer or any of its parents or
			 subsidiaries.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0008 - Solicitations to which OAR 836-024-0003 to 836-024-0055 Apply

Current through Register Vol. 63, No. 7, July 1, 2024
OAR 836-024-0041  applies to every solicitation that is subject
				to 836-024-0004. 836-024-0006  to 836-024-0039  and 836-024-0046  apply to every
				solicitation that is subject to 836-024-0004  except the following:
(1) A solicitation not made on behalf of the
			 issuer, when the total number of persons solicited is not more than
			 ten.
(2) A solicitation by a person
			 regarding securities carried in the name of the person or in the name of the
			 person's nominee other than as voting trustee, or held in the person's custody,
			 if the person does all of the following:
(a)
			 Receives no commission or remuneration for the solicitation, directly or
			 indirectly, other than reimbursement of reasonable expenses.
(b) Furnishes promptly to the solicited
			 person a copy of all soliciting material relating to the same subject matter or
			 meeting that is received from all persons. The persons who furnish the
			 soliciting material shall furnish copies of that soliciting material for
			 distribution to the solicited persons and shall, upon request, pay the
			 reasonable expenses incurred in forwarding the material.
(c) Does no more than:
(A) Impartially instruct the solicited person
			 to forward a proxy to the person, if any, to whom the solicited person desires
			 to give a proxy; or
(B) Impartially
			 request instructions from the solicited person regarding the authority to be
			 conferred by the proxy and state that a proxy will be given if no instructions
			 are received by a certain date.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0031 - Requirements as to Proxy

Current through Register Vol. 63, No. 7, July 1, 2024
(1) The
			 form of proxy shall:
(a) Indicate in bold-face
			 type whether the proxy is solicited on behalf of the issuer's board of
			 directors, and if not, by whom it is solicited;
(b) Provide a specifically designed blank
			 space for dating the proxy; and
(c)
			 Identify clearly and impartially each matter or group of related matters
			 intended to be acted upon, whether proposed by the issuer or by security
			 holders.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0033 - Presentation of Information in Proxy Statement

Current through Register Vol. 63, No. 7, July 1, 2024
(1) The information included in the proxy
			 statement shall be clearly presented. The statements made must be divided into
			 groups according to subject matter. The various groups of statements must be
			 preceded by appropriate headings.
(2) All proxy statements shall disclose,
			 under an appropriate caption, the date by which proposals of security holders
			 intended to be presented at the next annual meeting must be received by the
			 issuer for inclusion in the issuer's proxy statement and form of proxy relating
			 to that meeting. The date must be calculated according to OAR 836-024-0039(2).
			 If the date of the next annual meeting is subsequently advanced by more than 30
			 calendar days or delayed by more than 90 calendar days from the date of the
			 annual meeting to which the proxy statement relates, the issuer in a timely
			 manner shall inform security holders of the change and the date by which
			 proposals of security holders must be received, by any means reasonably
			 calculated to inform the security holders.
Stat. Auth.: ORS 731 & 732
Stats. Implemented: ORS
				  732.415(4)
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0036 - Material Required to Be Filed

Current through Register Vol. 63, No. 7, July 1, 2024
(1)
			 Two preliminary copies of the proxy statement and form of proxy, and any other
			 soliciting material to be furnished to security holders with the proxy, or the
			 information pursuant to Schedule C, shall be filed with the Director at least
			 ten days prior to the date final copies of the material are first sent or given
			 to security holders, or a shorter period prior to that date that the Director
			 authorizes upon a showing of good cause.
(2) Two preliminary copies of any additional
			 soliciting material relating to the same meeting or subject matter to be
			 furnished to security holders after the proxy statements shall be filed with
			 the Director at least two days (exclusive of Saturdays, Sundays, or holidays)
			 prior to the date copies of the material are first sent or given to security
			 holders, or a shorter period prior to that date that the Director authorizes
			 upon a showing of good cause.
(3)
			 Two definitive copies of the proxy statement, form of proxy and all other
			 soliciting material, or the information statement, in the form in which the
			 material is furnished to security holders, shall be filed with, or mailed for
			 filing to, the Director not later than the date the material is first sent or
			 given to a security holder.
(4)
			 Copies of replies to inquiries from security holders requesting further
			 information and copies of communications that do no more than request that the
			 proxy form previously solicited be signed and returned need not be filed
			 pursuant to this rule.
(5)
			 Notwithstanding the provisions of sections (1) and (2) of this rule and of OAR
			 836-024-0055(1), copies of soliciting material in the form of speeches, press
			 releases and radio or television scripts may, but need not, be filed with the
			 Director prior to use or publication. Definitive copies, however, shall be
			 filed with or mailed for filing to the Director as required by section (3) of
			 this rule not later than the date the material is used or published. Sections
			 (1) and (2) of this rule and 836-024-0055(1)  apply, however, to any reprints or
			 reproductions of all or any part of such material.
(6) If a proxy statement, form of proxy or
			 other material filed pursuant to this rule is amended or revised, one of the
			 copies of the amendment or revision shall be marked to clearly show the
			 changes.
Stat. Auth.: ORS 731 & 732
Stats. Implemented: ORS
				  732.415(4)
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0038 - Mailing Communications for Security Holders

Current through Register Vol. 63, No. 7, July 1, 2024
(1) If the management of the issuer has made
			 or intends to make any solicitation subject to OAR 836-024-0003  to
			 836-024-0055, the issuer shall perform any act described in this rule that is
			 requested in writing with respect to the same subject matter or meeting by any
			 security holder who is, or by security holders who are, entitled to vote at
			 least one percent of the votes entitled to be voted on the matter. The
			 requesting security holder or security holders shall pay the reasonable
			 expenses incurred by the issuer in performing the act or acts
			 requested.
(2) The issuer shall
			 mail or otherwise furnish to a security holder, as promptly as practicable
			 after the receipt of the request:
(a) A
			 statement of the approximate number of record owners and, to the extent known
			 to the issuer, the approximate number of beneficial owners of any class of
			 securities, any of whom have been or are to be solicited on behalf of the
			 management, or any group of whom that is designated by the security holder;
			 and
(b) An estimate of the cost of
			 mailing a specified proxy statement, form of proxy or other communication to
			 the owners.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0039 - Proposals of Security Holders

Current through Register Vol. 63, No. 7, July 1, 2024
(1)
			 As used in this rule, "proponent" means a holder or holders of an issuer's
			 securities.
(2) An issuer shall set
			 forth a proposal for action in its proxy statement if the proponent notifies
			 the issuer as provided in this section and if the proponent is entitled at the
			 time of the notice to vote at least one percent of the votes entitled to be
			 voted on the proposal. The proponent must notify the issuer in writing not less
			 than 90 days before the issuer's annual meeting of the proponent's intention to
			 present a proposal for action at an upcoming meeting of the issuer's security
			 holders. The issuer shall identify the proposal in the issuer's form of proxy
			 and provide for specifying approval or disapproval of the proposal. The proxy
			 statement shall also include the name and address of the proponent.
(3) If the issuer opposes a proposal received
			 from a proponent, the issuer shall also include in its proxy statement, at the
			 request of the proponent, a statement of the proponent not exceeding 200 words
			 in support of the proposal.
(4) The
			 issuer may omit a proposal and any supporting statement from its proxy
			 statement and form of proxy under any of the following circumstances:
(a) The proponent has submitted more than one
			 proposal in connection with a particular meeting.
(b) The proposal is more than 300 words in
			 length.
(c) The proposal or the
			 supporting statement is contrary to any provision of OAR 836-024-0003  to
			 836-024-0055.
(d) The proposal
			 relates to the enforcement of a personal claim or the redress of a personal
			 grievance against the issuer, its management or any other person.
(e) The proposal deals with a matter not
			 significantly related to the issuer's business, a matter beyond the issuer's
			 power to effectuate, a matter relating to the conduct of the ordinary business
			 operations of the issuer or an election to office.
(f) The proposal is counter to a proposal to
			 be submitted by the issuer at the meeting, the proposal has been rendered moot
			 or the proposal relates to specific amounts of cash or stock
			 dividends.
(g) The proposal is
			 substantially duplicative of a proposal that was previously submitted to the
			 issuer by another proponent and will be included in the management's proxy
			 material for the meeting.
(h)
			 Substantially the same proposal has previously been submitted to security
			 holders in the issuer's proxy statement and form of proxy relating to any
			 annual or special meeting of security holders held within the preceding five
			 years and received less than five percent of the total number of votes cast at
			 the time of the proposal's most recent submission.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0041 - False or Misleading Statements

Current through Register Vol. 63, No. 7, July 1, 2024
A proxy statement, form of proxy, notice of meeting,
				information statement, and any other communication, written or oral, that is
				subject to OAR 836-024-0003  to 836-024-0055  may not contain any statement
				that:
(1) At the time and in the light
			 of the circumstances under which it is made, is false or misleading with
			 respect to any material fact; or
(2) Omits any material fact that is necessary
			 in order to make the statements in the communication not false or misleading,
			 or that is necessary to correct any statement in an earlier communication with
			 respect to the same meeting or subject matter that has become false or
			 misleading.
Stat. Auth.: ORS 731 & 732
Stats. Implemented: ORS
				  732.415(4)
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0046 - Prohibition of Certain Solicitations

Current through Register Vol. 63, No. 7, July 1, 2024
A person making a solicitation may not solicit any undated or
				postdated proxy, or any proxy that provides it will be considered to be dated
				as of any date subsequent to the date on which it is signed by the security
				holder.
Stat. Auth.: ORS 731 & 732
Stats. Implemented: ORS
				  732.415(4)
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0051 - Special Provisions Applicable to Election Contests; Definition

Current through Register Vol. 63, No. 7, July 1, 2024
OAR 836-024-0051  to 836-024-0055  apply to a solicitation by any
				person or group for the purpose of opposing a solicitation by another person or
				group regarding the election or removal of directors at an annual or special
				meeting of security holders. As used in 836-024-0051  to 836-024-0055, unless
				the context requires otherwise:
(1)
			 "Participant" and "participant in a solicitation" include:
(a) The issuer;
(b) A director of the issuer, and a nominee
			 for whose election as a director proxies are solicited; and
(c) Any other person, acting alone or with
			 one or more other persons, committees or groups, in organizing, directing, or
			 financing the solicitation.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0053 - Filings Required in an Election Contest

Current through Register Vol. 63, No. 7, July 1, 2024
(1) A solicitation may not be made by a
			 person other than the issuer unless a statement in duplicate containing the
			 information specified by Schedule B and a copy of any material proposed to be
			 distributed to security holders in furtherance of the solicitation is filed
			 with the Director by or on behalf of each participant in the solicitation. The
			 statement and material must be filed with the Director at least five business
			 days prior to the solicitation or a shorter period authorized by the Director
			 upon a showing of good cause.
(2)
			 Within five business days after a solicitation subject to this rule is made by
			 the issuer, or within a longer period that the Director authorizes on a showing
			 of good cause, a statement in duplicate containing the information specified by
			 Schedule B shall be filed with the Director by or on behalf of each participant
			 in the solicitation, other than the issuer, and by or on behalf of each
			 management nominee for director.
(3) If a solicitation on behalf of the issuer
			 or another person has been made, or if proxy material is ready for
			 distribution, prior to a solicitation subject to this rule in opposition, a
			 statement in duplicate containing the information specified in Schedule B shall
			 be filed with the Director, by or on behalf of each participant in the prior
			 solicitation, other than the issuer, as soon as it is reasonably practicable
			 after the commencement of the solicitation in opposition.
(4) If, subsequent to the filing of the
			 statements required by sections (1) to (3) of this rule, additional persons
			 become participants in a solicitation subject to this rule, a statement in
			 duplicate containing the information specified by Schedule B shall be filed
			 with the Director by or on behalf of each such person within three business
			 days after the person becomes a participant, or within a longer period that the
			 Director authorizes upon a showing of good cause.
(5) If any material change occurs in the
			 facts reported in a statement filed by or on behalf of a participant, an
			 appropriate amendment to the statement shall be filed promptly with the
			 Director.
Stat. Auth.: ORS 731 & 732
Stats. Implemented: ORS
				  732.415(4)
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0054 - Counter Solicitations Prior to Furnishing Required Written Proxy Statement

Current through Register Vol. 63, No. 7, July 1, 2024
Notwithstanding the provisions of OAR 836-024-0026(1), a
				solicitation subject to 836-024-0051  to 836-024-0055  may be made prior to
				furnishing security holders with a written proxy statement containing the
				information specified in Schedule A with respect to the solicitation, if:
(1) The statements required by OAR
				836-024-0053  are filed by or on behalf of each participant in the
				solicitation.
(2) A form of proxy
				is not furnished to security holders prior to the time the proxy statement
				required by OAR 836-024-0026(1)  is furnished to such persons. This section does
				not apply, however, if a proxy statement meeting the requirements of Schedule A
				has been furnished to security holders.
(3) Statements containing at least the
				information specified by OAR 836-024-0053(2) and (3), or an appropriate summary
				of the information, are included in each communication sent or given to
				security holders in connection with the solicitation.
(4) A written proxy statement containing the
				information specified in Schedule A with respect to a solicitation is sent or
				given to security holders at the earliest practicable date.
Stat. Auth.: ORS 731 & 732
Stats. Implemented: ORS
				  732.415(4)
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0055 - Filing Requirements for Preliminary Solicitation Material

Current through Register Vol. 63, No. 7, July 1, 2024
(1) Two copies of
			 any soliciting material proposed to be sent or given to security holders prior
			 to the furnishing of the proxy statement required by OAR 836-024-0026(1)  shall
			 be filed with the Director in preliminary form at least five business days
			 prior to the date definitive copies of the material are first sent or given to
			 the persons unless on a showing of good cause the Director reduces the five-day
			 period.
(2) Notwithstanding the
			 provisions of OAR 836-024-0026(2) and (3), two copies of any portion of the
			 annual report referred to in 836-024-0026(2)  that comments upon or refers to a
			 solicitation subject to 836-024-0051  to 836-024-0055, or to a participant in a
			 solicitation, other than the solicitation by the management, shall be filed
			 with the Director as proxy material subject to 836-024-0051  to 836-024-0055.
			 The annual report portion to which this section applies must be filed with the
			 Director, in preliminary form, at least five business days prior to the date
			 copies of the report are first sent or given to security holders.
Stat. Auth.: ORS 731 & 732
Stats. Implemented: ORS
				  732.415(4)
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0100 - Statutory authority; purpose

Current through Register Vol. 63, No. 7, July 1, 2024
(1)
			 OAR 836-024-0100  to 836-024-0220  are adopted under the authority of ORS
			 731.244,
			 732.420,
			 732.430,
			 732.435,
			 732.445,
			 732.450 and
			 732.455, for the purpose of
			 implementing 732.420 to
			 732.455.
(2) OAR 836-024-0100  to 836-024-0220  apply to
			 domestic stock insurers.
Stat. Auth: ORS
				  731.244,
				  732.420,
				  732.430,
				  732.435,
				  732.445,
				  732.450,
				  732.455
Stats. Implemented: ORS
				  732.420 -
				  732.455
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0105 - Definitions

Current through Register Vol. 63, No. 7, July 1, 2024
As used in OAR 836-024-0100  to 836-024-0220:
(1) "Class" means all securities of an
			 insurer that are of substantially similar character and in which the holders
			 enjoy substantially similar rights and privileges.
(2) "Equity security" as defined in ORS
			 732.420 also includes any voting
			 trust certificate or certificate of deposit for an equity security.
(3) "Officer" means a president, vice
			 president, treasurer, actuary, secretary, controller and any other person who
			 performs functions for the insurer corresponding to functions performed by
			 those officers.
Stat. Auth.: ORS
				  731.244,
				  732.420,
				  732.455
Stats. Implemented: ORS
				  732.420,
				  732.425,
				  732.430,
				  732.435,
				  732.440
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0110 - Securities "Held of Record" for Purpose of ORS 732.425

Current through Register Vol. 63, No. 7, July 1, 2024
(1) To determine for the purpose of ORS
			 732.425 whether the equity
			 securities of an insurer are held of record by 100 or more persons, securities
			 are considered to be "held of record" by each person who is identified as the
			 owner of the securities on records of security holders maintained by or on
			 behalf of the insurer, subject to the following:
(a) If the records of security holders have
			 not been maintained in accordance with accepted practice, any additional person
			 who would be identified as an owner on the records if the records had been
			 maintained in accordance with accepted practice shall be included as a holder
			 of record.
(b) Securities
			 identified as held of record by a corporation, a partnership, a trust
			 (regardless of whether the trustees are named) or other organization shall be
			 included as held of record by one person.
(c) Securities identified as held of record
			 by one or more persons as trustees, executors, guardians, custodians or other
			 fiduciary with respect to a single trust, estate or account shall be included
			 as held of record by one person.
(d) Securities held by two or more persons as
			 co-owners shall be included as held by one person.
(e) Each outstanding unrecorded or bearer
			 certificate shall be included as held of record by a separate person, except to
			 the extent that the insurer can establish that, if the securities were
			 recorded, they would be held of record under this rule by a lesser number of
			 persons.
(f) Securities recorded in
			 substantially similar names may be included as held of record by one person
			 when the insurer has reason to believe that, because of the address or other
			 indication, the names represent the same person.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0115 - Filing of Statements

Current through Register Vol. 63, No. 7, July 1, 2024
(1) A
			 person who is required by ORS
			 732.430 to file a statement of
			 beneficial ownership of equity securities shall file the initial statement on
			 Form 3, which is prescribed in
Exhibit 1
to this rule. A person
			 who is required by ORS
			 732.430 to file a statement of
			 change in beneficial ownership shall file the statement of change on Form 4,
			 which is prescribed in
Exhibit 2
to this rule.
(2) A director or officer who is required to
			 file a statement of change on Form 4 shall include in the first statement of
			 change the information required by Form 4 with respect to all changes in the
			 beneficial ownership of equity securities of the insurer that occurred within
			 six months prior to the date of the changes that required the filing of the
			 statement, when a change occurs in the director's or officer's beneficial
			 ownership of equity securities:
(a) Within six
			 months after the director or officer became a director or officer of the
			 insurer; or
(b) Within six months
			 after a statement relating to the equity securities of the insurer has been
			 filed with the Director, pursuant to ORS
			 732.430.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0120 - Ownership of more than 10 percent of an equity security

Current through Register Vol. 63, No. 7, July 1, 2024
(1) When it is to be determined for the
			 purpose of ORS 732.430 whether a person is the
			 beneficial owner, directly or indirectly, of more than 10 percent of any class
			 of any equity security, the class of the equity security consists of the total
			 amount of the class outstanding, except for any securities of the class held by
			 or for the account of the insurer or subsidiary of the insurer. To determine
			 the percentage ownership of voting trust certificates or certificates of
			 deposit for equity securities, however, the class of voting trust certificates
			 or certificates of deposit consists of the amount of voting trust certificates
			 or certificates of deposit issuable with respect to the total amount of
			 outstanding equity securities of the class that may be deposited under the
			 voting trust agreement or deposit agreement in question, regardless of whether
			 all of the outstanding securities have been so deposited. For the purpose of
			 this rule, a person acting in good faith may rely on the information contained
			 in the latest Annual Statement filed with the Director of the Department of
			 Consumer and Business Services with respect to the amount of securities of a
			 class outstanding or in the case of voting trust certificates or certificates
			 of deposit the amount issuable.
(2)
			 When it is to be determined for the purpose of ORS
			 732.430 whether a person is the
			 beneficial owner, directly or indirectly, of more than 10 percent of any class
			 of equity securities, the person is considered to be the beneficial owner of
			 securities of any class that the person has a right to acquire through the
			 exercise of presently exercisable options, warrants or rights or through the
			 conversion of presently convertible securities. A security that is subject to
			 such an option, warrant, right or conversion privilege held by a person is
			 considered to be outstanding for the purpose of computing, in accordance with
			 section (1) of this rule, the percentage of outstanding securities of the class
			 owned by the person. The security, however, is not considered to be outstanding
			 for the purpose of computing the percentage of the class owned by another
			 person.
(3) Section (2) of this
			 rule does not relieve any person of a duty to comply with ORS
			 732.430 with respect to any
			 equity securities consisting of options, warrants, rights or convertible
			 securities that are otherwise subject as a class under
			 732.430.
Stat. Auth: ORS
				  731.244,
				  732.420,
				  732.430,
				  732.435,
				  732.445,
				  732.450,
				  732.455
Stats. Implemented: ORS
				  732.420 -
				  732.455
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0125 - Disclaimer of Beneficial Ownership

Current through Register Vol. 63, No. 7, July 1, 2024
A person who files a statement may declare expressly in the
				statement that the filing may not be construed as an admission that the person
				is the beneficial owner for the purpose of ORS
				732.420 to
				732.455 of any equity securities
				covered by the statement.
Stat. Auth: ORS
				  731.244,
				  732.420,
				  732.430,
				  732.435,
				  732.445,
				  732.450,
				  732.455
Stats. Implemented: ORS
				  732.420 -
				  732.455
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0130 - Exemptions from ORS 732.430 and 732.435

Current through Register Vol. 63, No. 7, July 1, 2024
(1) Securities held by the following persons
			 are exempt from ORS 732.430 and
			 732.435 for 12 months following
			 the date of the person's appointment and qualification:
(a) An executor or administrator of the
			 estate of a decedent;
(b) A
			 guardian or committee for an incompetent; and
(c) A receiver, trustee in bankruptcy,
			 assignor for the benefit of creditors, conservator, liquidating agent or other
			 similar person authorized by law to administer the estate or assets of other
			 persons.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0135 - Exemptions from ORS 732.420 to 732.455 of Securities Purchased or Sold by Odd-lot Dealers

Current through Register Vol. 63, No. 7, July 1, 2024
Securities purchased or sold by an odd-lot dealer are exempt
				from ORS 732.420 to
				732.455 with respect to
				participation by the odd-lot dealer when the securities are purchased or
				sold:
(1) In odd lots that are
			 reasonably necessary to carry on odd-lot transactions; or
(2) In round lots to offset odd-lot
			 transactions previously or simultaneously executed or reasonably anticipated in
			 the usual course of business.
Stat. Auth: ORS
				  731.244,
				  732.420,
				  732.430,
				  732.435,
				  732.445,
				  732.450,
				  732.455
Stats. Implemented: ORS
				  732.420 -
				  732.455
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0140 - Certain Transactions Subject to ORS 732.430

Current through Register Vol. 63, No. 7, July 1, 2024
Acquisition or disposition of the privilege of a transferable
				option, put, call, spread or straddle is a change in the beneficial ownership
				of the security to which the privilege relates. A person who acquires or
				disposes of such a privilege shall file a statement relating to the acquisition
				or disposition. This rule does not exempt a person, however, from filing the
				statements required when the option, put, call, spread or straddle is
				exercised.
Stat. Auth: ORS
				  731.244,
				  732.420,
				  732.430,
				  732.435,
				  732.445,
				  732.450,
				  732.455
Stats. Implemented: ORS
				  732.420 -
				  732.455
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0145 - Ownership of Securities Held in Trust

Current through Register Vol. 63, No. 7, July 1, 2024
(1) Beneficial ownership of a security for
			 the purpose of ORS 732.430 includes any of the
			 following:
(a) Ownership of securities as a
			 trustee when either the trustee or members of the immediate family of the
			 trustee have a vested interest in the income or corpus of the trust;
(b) Ownership of a vested beneficial interest
			 in a trust; and
(c) Ownership of
			 securities as a settlor of a trust in which the settlor has the power to revoke
			 the trust without obtaining the consent of all the beneficiaries.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0150 - Exemption for Small Transactions

Current through Register Vol. 63, No. 7, July 1, 2024
(1) An acquisition of securities is exempt
			 from ORS 732.430 when the person
			 effecting the acquisition:
(a) Does not effect
			 any disposition of securities of the same class, other than by gift, within six
			 months of the acquisition; and
(b)
			 Does not participate in acquisitions or in dispositions of securities of the
			 same class having a total market value in excess of $3,000 for any six-month
			 period during which the acquisition occurs.
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0155 - Exemption from ORS 732.435 That Need not be Reported Under ORS 732.430

Current through Register Vol. 63, No. 7, July 1, 2024
A transaction that has been or is exempted from the
				requirements of ORS 732.430 is also exempted from
				732.435 to the extent that the
				transaction would otherwise be subject to
				732.435.
Stat. Auth: ORS
				  731.244,
				  732.420,
				  732.430,
				  732.435,
				  732.445,
				  732.450,
				  732.455
Stats. Implemented: ORS
				  732.420 -
				  732.455
Oregon Administrative Rules › Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION › Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES › Section 836-024-0160 - Exemption from ORS 732.435 of Certain Transactions Effected in Connection with a Distribution

Current through Register Vol. 63, No. 7, July 1, 2024
(1) If the
			 following conditions apply, a transaction of purchase and sale, or sale and
			 purchase, of a security that is effected in connection with the distribution of
			 a substantial block of securities is exempt from ORS
			 732.435 because the transaction
			 is not included within the purpose of
			 732.435:
(a) The person effecting the transaction is
			 engaged in the business of distributing securities and is participating in good
			 faith, in the ordinary course of business, in distribution of the block of
			 securities;
(b) The security
			 involved in the transaction is:
(A) A part of
			 a block of securities and is acquired by the person effecting the transaction,
			 with a view to its distribution, from the insurer or other person on whose
			 behalf the securities are distributed or from a person who participates in good
			 faith in the distribution of the block of securities; or
(B) A security purchased in good faith by or
			 for the account of the person effecting the transaction for the purpose of
			 stabilizing the market price of securities of the class being distributed or to
			 cover an over-allotment or other short position created in connection with the
			 distribution; and
(c)
			 Other persons who are not subject to ORS
			 732.435 participate in the
			 distribution of the block of securities on terms at least as favorable as those
			 on which the person is participating and to an extent at least equal to the
			 aggregate participation of all persons exempted from ORS
			 732.435 by this rule. The
			 performance of the functions of manager of a distributing group and the receipt
			 of a bona fide payment for performing the functions, however, does not preclude
			 an exemption that would otherwise apply under this rule.