§ 521h-5

521H.5 Contents of corporate governance annual disclosure. 1. An insurer, or the insurance group of which the insurer is a member, shall have discretion over the responses to corporate governance annual disclosure inquiries, providedthe corporate governance annual disclosure contains the material information necessaryto permit the commissioner to gain an understanding of the insurer’s or insurance group’scorporate governance structure, policies, and practices. The commissioner may requestadditional information that the commissioner deems material and necessary to provide aclear understanding of the insurer’s or insurance group’s corporate governance policies,reporting or information systems, or the controls implementing such policies or systems. 2. The corporate governance annual disclosure shall be prepared consistent with rules adopted by the commissioner pursuant to chapter 17A. Documentation and supportinginformation prepared pursuant to this chapter and related rules shall be maintained andmade available upon examination by or upon request of the commissioner. 3. The corporate governance annual disclosure shall include the signature of the insurer’s or insurance group’s chief

tained andmade available upon examination by or upon request of the commissioner. 3. The corporate governance annual disclosure shall include the signature of the insurer’s or insurance group’s chief executive officer or corporate secretary, attesting thatto the best of that individual’s belief and knowledge the insurer or the insurance grouphas implemented the corporate governance practices described in the disclosure and that acopy of the disclosure has been provided to the insurer’s or the insurance group’s board ofdirectors or the appropriate committee of the board. 4. a. For purposes of completing a corporate governance annual disclosure, an insurer or insurance group may report information regarding corporate governance at the ultimatecontrolling parent level, at an intermediate holding company level, or at the individual legalentity level, depending upon how the insurer or insurance group has structured its system ofcorporate governance. b. An insurer or insurance group is encouraged to report information in the corporate governance annual disclosure at the level at which the insurer’s or insurance group’s risktolerance is determined; at the level at which the earnings,

ncouraged to report information in the corporate governance annual disclosure at the level at which the insurer’s or insurance group’s risktolerance is determined; at the level at which the earnings, capital, liquidity, operations, andreputation of the insurer or insurance group are overseen collectively and the level at whichthe supervision of these factors is coordinated and exercised; or at the level at which legalliability for failure of general corporate governance duties would be placed. If an insurer orinsurance group determines the level of reporting based upon the criteria set forth in thisparagraph, the insurer or insurance group shall indicate which of the three criteria was usedto determine the level of reporting and explain any subsequent changes that are made in thelevel of reporting. 2015 Acts, ch 27, §5, 9Referred to in §521H.3 Sat Dec 23 00:53:22 2023 Iowa Code 2024, Section 521H.5 (11, 0)