SECTION 365:40-3-12. Annual registration statements

(a)   Registration. Every HMO which is authorized to do business in this state and every individual who controls an HMO shall annually register with the Insurance Commissioner, except a foreign HMO subject to disclosure requirements and standards adopted by statute or regulation in the jurisdiction of its domicile which are substantially similar to those contained in this section. Any HMO, which is subject to registration under this section, shall register thirty (30) days after it becomes subject to registration, unless the Insurance Commissioner for good cause shown extends the time for registration, and then within such extended time.

(b)   Information and form required. Every HMO subject to registration shall file a registration statement on a form prescribed by the National Association of Insurance Commissioners, which shall contain current information about:

(1)   the capital structure, general financial condition, ownership and management of the HMO and any person controlling the HMO;

(2)   the identity and relationship of every member of the insurance holding company system;

(3)   the following agreements in force, relationships subsisting, and transactions currently outstanding or which have occurred during the previous calendar year between such HMO and its affiliates:

(A)   loans, other investments or purchases, sales or exchanges of securities of the affiliates by the HMO or of the HMO by its affiliates;

(B)   purchases, sales or exchanges of assets;

(C)   transactions not in the ordinary course of business;

(D)   guarantees or undertakings for the benefit of an affiliate which result in an actual contingent exposure of the HMO's assets to liability, other than contracts for health care services entered into in the ordinary course of the HMO's business;

(E)   all management and service contracts and all cost-sharing arrangements;

(F)   reinsurance agreements;

(G)   dividends and other distributions to shareholders; and

(H)   consolidated tax allocation agreements.

(4)   other matters concerning transactions between registered HMOs and any affiliates as may be included from time to time in any registration forms adopted or approved by the Commissioner; and

(5)   any pledge of the HMO's stock, including stock of any subsidiary or controlling affiliate, for a loan made to any member of the insurance holding company system.

(c)   Materiality. No information need be disclosed on the registration statement filed pursuant to subsection (b) of this section if such information is not material for the purposes of this section. Unless the Commissioner by rule, regulation or order provides otherwise, sales purchases, exchanges, loans or extensions of credit, or investments, involving one-half of one percent (1/2 of 1%) or less of an HMO's admitted assets as of the 31st day of December next preceding shall not be deemed material for purposes of this section.

(d)   Amendments to registration statements. Each registered HMO shall keep current the information required to be disclosed in its registration statement by reporting all material changes or additions on amendment forms provided by the Commissioner within fifteen (15) days after the end of the month in which it learns of each such change or addition, provided, however, that subject to subsection (c) of Section 365:40-3-13 of this regulation, each registered HMO shall so report all dividends and other distributions to shareholders within two (2) business days following the declaration thereof.

(e)   Consolidated filing. The Insurance Commissioner may require two or more affiliated HMOs or insurers subject to registration hereunder to file a consolidated registration statement or consolidated reports amending their consolidated registration statement, so long as such consolidated filings correctly reflect the condition of and transactions between such persons.

(f)   Alternative registration. The Insurance Commissioner may allow an HMO which is authorized to do business in this state and which is a part of an insurance holding company system to register on behalf of any affiliated HMO which is required to register under subsection (a) and to file all information and material required to be filed pursuant to this Part.

(g)   Exemptions. The provisions of this section shall not apply to any HMO, information or transaction if and to the extent that the Commissioner by rule, regulation, or order shall exempt the same from the provisions of this section.

(h)   Disclaimer. Any person may file with the Commissioner a disclaimer of affiliation with any authorized HMO or such a disclaimer may be filed by such HMO or any member of an insurance holding company system. The disclaimer shall fully disclose all material relationships and bases for affiliation between such person and such HMO as well as the basis for disclaiming such affiliation. After a disclaimer has been filed, the HMO shall be relieved of any duty to register or report under this section which may arise out of the HMO's relationship with such person unless and until the Commissioner disallows such a disclaimer. The Commissioner shall disallow such a disclaimer only after furnishing all parties in interest with notice and opportunity to be heard and after making specific findings of fact to support such disallowance. The filing of a disclaimer of affiliation shall not relieve a person from compliance with the requirements of 36 O.S. § 1653 or 6930.

(i)   Summary of registration statement. All registration statements shall contain a summary outlining all items in the current registration statement representing changes from the prior registration statement.

(j)   Reporting dividends to shareholders. Every domestic HMO that is a member of a holding company system shall report to the Insurance Department all dividends to shareholders within five (5) business days following declaration and at least ten (10) days, commencing from date of receipt by the Department, prior to payment thereof.

(k)   Information of HMOs. Any person within an insurance holding company system subject to registration shall be required to provide complete and accurate information to an HMO where such information is reasonably necessary to enable the HMO to comply with the provisions of this article.

(l)   Violations. The failure to file a registration statement, any summary of the registration statement thereto, or any additional information required by this section within the time specified for such filing shall be a violation of this section.

[Source: Added at 21 Ok Reg 77, eff 11-1-03 (emergency); Added at 21 Ok Reg 1672, eff 7-14-04]