375.1025. As used in sections 375.1025 to 375.1062, the followingterms shall mean:
(1) "Accountant" or "independent certified public accountant", anindependent certified public accountant or accounting firm in good standingwith the American Institute of Certified Public Accountants and in allstates in which they are licensed to practice. For Canadian and Britishcompanies, it means a Canadian-chartered or British-chartered accountant;
(2) "Affiliate" or "affiliated", a person that directly, orindirectly through one or more intermediaries, controls, or is controlledby, or is under common control with, the person specified;
(3) "AICPA", the American Institute of Certified Public Accountants;
(4) "Audit committee", a committee (or equivalent body) establishedby the board of directors of an entity for the purpose of overseeing theaccounting and financial reporting processes of an insurer or group ofinsurers, and audits of financial statements of the insurer or group ofinsurers. The audit committee of any entity that controls a group ofinsurers may be deemed to be the audit committee for one or more of suchcontrolled insurers solely for the purposes of sections 375.1025 to375.1062 at the election of the controlling person. Such election shall beexercised under subsection 5 of section 375.1053. If an audit committee isnot designated by the insurer, the insurer's entire board of directorsshall constitute the audit committee;
(5) "Audited financial report", includes those items specified insection 375.1032;
(6) "Department", the department of insurance, financial institutionsand professional registration;
(7) "Director", the director of the department of insurance,financial institutions and professional registration;
(8) "Group of insurers", those licensed insurers included in thereporting requirements of sections 382.010 to 382.300, RSMo, or a set ofinsurers as identified by management, for the purpose of assessing theeffectiveness of internal control over financial reporting;
(9) "Indemnification", an agreement of indemnity or a release fromliability where the intent or effect is to shift or limit in any manner thepotential liability of the person or firm for failure to adhere toapplicable auditing or professional standards, whether or not resulting inpart from knowing of other misrepresentations made by the insurer or itsrepresentatives;
(10) "Independent board member", the same meaning as described insubsection 3 of section 375.1053;
(11) "Insurer", an insurer certified to do business in this statepursuant to section 375.161 or 375.831, and to companies authorized totransact business in this state pursuant to chapters 354, 376, 377, 378,379 and 381, RSMo;
(12) "Internal control over financial reporting", a process effectedby an entity's board of directors, management and other personnel designedto provide reasonable assurance regarding the reliability of the financialstatements, i.e., those items specified in subsections 2 to 7 of section375.1032 and includes those policies and procedures that:
(a) Pertain to the maintenance of records that, in reasonable detail,accurately and fairly reflect the transactions and dispositions of assets;
(b) Provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements, i.e., those itemsspecified in subsections 2 to 7 of section 375.1032, and that receipts andexpenditures are being made only in accordance with authorizations ofmanagement and directors; and
(c) Provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition, use or disposition of assets thatcould have a material effect on the financial statements, i.e., those itemsspecified in subsections 2 to 7 of section 375.1032;
(13) "NAIC", the National Association of Insurance Commissioners;
(14) "SEC", the United States Securities and Exchange Commission;
(15) "Section 404", Section 404 of the Sarbanes-Oxley Act of 2002, asamended, and the SEC's rules and regulations promulgated thereunder;
(16) "Section 404 report", management's report on internal controlover financial reporting, as defined by the SEC and the related attestationreport of the independent certified public accountant as described insubsection 1 of section 375.1030;
(17) "SOX compliant entity", an entity that either is required to beor voluntarily is compliant with all of the following provisions of theSarbanes-Oxley Act of 2002, as amended:
(a) The preapproval requirements of Section 201 (Section 10A(i) ofthe federal Securities Exchange Act of 1934);
(b) The audit committee independence requirements of Section 301(Section 10A(m)(3) of the federal Securities Exchange Act of 1934); and
(c) The internal control over financial reporting requirements ofSection 404.
375.1025. As used in sections 375.1025 to 375.1062, the followingterms shall mean:
(1) "Accountant" or "independent certified public accountant", anindependent certified public accountant or accounting firm in good standingwith the American Institute of Certified Public Accountants and in allstates in which they are licensed to practice. For Canadian and Britishcompanies, it means a Canadian-chartered or British-chartered accountant;
(2) "Affiliate" or "affiliated", a person that directly, orindirectly through one or more intermediaries, controls, or is controlledby, or is under common control with, the person specified;
(3) "AICPA", the American Institute of Certified Public Accountants;
(4) "Audit committee", a committee (or equivalent body) establishedby the board of directors of an entity for the purpose of overseeing theaccounting and financial reporting processes of an insurer or group ofinsurers, and audits of financial statements of the insurer or group ofinsurers. The audit committee of any entity that controls a group ofinsurers may be deemed to be the audit committee for one or more of suchcontrolled insurers solely for the purposes of sections 375.1025 to375.1062 at the election of the controlling person. Such election shall beexercised under subsection 5 of section 375.1053. If an audit committee isnot designated by the insurer, the insurer's entire board of directorsshall constitute the audit committee;
(5) "Audited financial report", includes those items specified insection 375.1032;
(6) "Department", the department of insurance, financial institutionsand professional registration;
(7) "Director", the director of the department of insurance,financial institutions and professional registration;
(8) "Group of insurers", those licensed insurers included in thereporting requirements of sections 382.010 to 382.300, RSMo, or a set ofinsurers as identified by management, for the purpose of assessing theeffectiveness of internal control over financial reporting;
(9) "Indemnification", an agreement of indemnity or a release fromliability where the intent or effect is to shift or limit in any manner thepotential liability of the person or firm for failure to adhere toapplicable auditing or professional standards, whether or not resulting inpart from knowing of other misrepresentations made by the insurer or itsrepresentatives;
(10) "Independent board member", the same meaning as described insubsection 3 of section 375.1053;
(11) "Insurer", an insurer certified to do business in this statepursuant to section 375.161 or 375.831, and to companies authorized totransact business in this state pursuant to chapters 354, 376, 377, 378,379 and 381, RSMo;
(12) "Internal control over financial reporting", a process effectedby an entity's board of directors, management and other personnel designedto provide reasonable assurance regarding the reliability of the financialstatements, i.e., those items specified in subsections 2 to 7 of section375.1032 and includes those policies and procedures that:
(a) Pertain to the maintenance of records that, in reasonable detail,accurately and fairly reflect the transactions and dispositions of assets;
(b) Provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements, i.e., those itemsspecified in subsections 2 to 7 of section 375.1032, and that receipts andexpenditures are being made only in accordance with authorizations ofmanagement and directors; and
(c) Provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition, use or disposition of assets thatcould have a material effect on the financial statements, i.e., those itemsspecified in subsections 2 to 7 of section 375.1032;
(13) "NAIC", the National Association of Insurance Commissioners;
(14) "SEC", the United States Securities and Exchange Commission;
(15) "Section 404", Section 404 of the Sarbanes-Oxley Act of 2002, asamended, and the SEC's rules and regulations promulgated thereunder;
(16) "Section 404 report", management's report on internal controlover financial reporting, as defined by the SEC and the related attestationreport of the independent certified public accountant as described insubsection 1 of section 375.1030;
(17) "SOX compliant entity", an entity that either is required to beor voluntarily is compliant with all of the following provisions of theSarbanes-Oxley Act of 2002, as amended:
(a) The preapproval requirements of Section 201 (Section 10A(i) ofthe federal Securities Exchange Act of 1934);
(b) The audit committee independence requirements of Section 301(Section 10A(m)(3) of the federal Securities Exchange Act of 1934); and
(c) The internal control over financial reporting requirements ofSection 404.
375.1025. As used in sections 375.1025 to 375.1062, the followingterms shall mean:
(1) "Accountant" or "independent certified public accountant", anindependent certified public accountant or accounting firm in good standingwith the American Institute of Certified Public Accountants and in allstates in which they are licensed to practice. For Canadian and Britishcompanies, it means a Canadian-chartered or British-chartered accountant;
(2) "Affiliate" or "affiliated", a person that directly, orindirectly through one or more intermediaries, controls, or is controlledby, or is under common control with, the person specified;
(3) "AICPA", the American Institute of Certified Public Accountants;
(4) "Audit committee", a committee (or equivalent body) establishedby the board of directors of an entity for the purpose of overseeing theaccounting and financial reporting processes of an insurer or group ofinsurers, and audits of financial statements of the insurer or group ofinsurers. The audit committee of any entity that controls a group ofinsurers may be deemed to be the audit committee for one or more of suchcontrolled insurers solely for the purposes of sections 375.1025 to375.1062 at the election of the controlling person. Such election shall beexercised under subsection 5 of section 375.1053. If an audit committee isnot designated by the insurer, the insurer's entire board of directorsshall constitute the audit committee;
(5) "Audited financial report", includes those items specified insection 375.1032;
(6) "Department", the department of insurance, financial institutionsand professional registration;
(7) "Director", the director of the department of insurance,financial institutions and professional registration;
(8) "Group of insurers", those licensed insurers included in thereporting requirements of sections 382.010 to 382.300, RSMo, or a set ofinsurers as identified by management, for the purpose of assessing theeffectiveness of internal control over financial reporting;
(9) "Indemnification", an agreement of indemnity or a release fromliability where the intent or effect is to shift or limit in any manner thepotential liability of the person or firm for failure to adhere toapplicable auditing or professional standards, whether or not resulting inpart from knowing of other misrepresentations made by the insurer or itsrepresentatives;
(10) "Independent board member", the same meaning as described insubsection 3 of section 375.1053;
(11) "Insurer", an insurer certified to do business in this statepursuant to section 375.161 or 375.831, and to companies authorized totransact business in this state pursuant to chapters 354, 376, 377, 378,379 and 381, RSMo;
(12) "Internal control over financial reporting", a process effectedby an entity's board of directors, management and other personnel designedto provide reasonable assurance regarding the reliability of the financialstatements, i.e., those items specified in subsections 2 to 7 of section375.1032 and includes those policies and procedures that:
(a) Pertain to the maintenance of records that, in reasonable detail,accurately and fairly reflect the transactions and dispositions of assets;
(b) Provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements, i.e., those itemsspecified in subsections 2 to 7 of section 375.1032, and that receipts andexpenditures are being made only in accordance with authorizations ofmanagement and directors; and
(c) Provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition, use or disposition of assets thatcould have a material effect on the financial statements, i.e., those itemsspecified in subsections 2 to 7 of section 375.1032;
(13) "NAIC", the National Association of Insurance Commissioners;
(14) "SEC", the United States Securities and Exchange Commission;
(15) "Section 404", Section 404 of the Sarbanes-Oxley Act of 2002, asamended, and the SEC's rules and regulations promulgated thereunder;
(16) "Section 404 report", management's report on internal controlover financial reporting, as defined by the SEC and the related attestationreport of the independent certified public accountant as described insubsection 1 of section 375.1030;
(17) "SOX compliant entity", an entity that either is required to beor voluntarily is compliant with all of the following provisions of theSarbanes-Oxley Act of 2002, as amended:
(a) The preapproval requirements of Section 201 (Section 10A(i) ofthe federal Securities Exchange Act of 1934);
(b) The audit committee independence requirements of Section 301(Section 10A(m)(3) of the federal Securities Exchange Act of 1934); and
(c) The internal control over financial reporting requirements ofSection 404.
