[Rev. 11/21/2013 1:16:21 PM--2013]

CHAPTER 692C - HOLDING COMPANIES

GENERAL PROVISIONS

NRS 692C.010        Short title.

NRS 692C.020        Definitions.

NRS 692C.025        “Acquisition” defined.

NRS 692C.030        “Affiliate” defined.

NRS 692C.040        “Commissioner” defined.

NRS 692C.050        “Control” defined.

NRS 692C.055        “Enterprise risk” defined.

NRS 692C.060        “Insurance holding company system” defined.

NRS 692C.070        “Insurer” defined.

NRS 692C.075        “Involved insurer” defined.

NRS 692C.080        “Person” defined.

NRS 692C.090        “Security holder” defined.

NRS 692C.100        “Subsidiary” defined.

NRS 692C.110        “Voting security” defined.

NRS 692C.120        Rules, regulations and orders.

FORMATION AND ACQUISITION OF SUBSIDIARIES; MERGERS

NRS 692C.130        Organization and acquisition of subsidiaries authorized.

NRS 692C.140        Authorized investments in securities of subsidiaries.

NRS 692C.150        Exemption from restrictions on investments.

NRS 692C.160        Determination of qualification of investment.

NRS 692C.170        Cessation of control: Disposal of investment required; exception.

NRS 692C.180        Acquisition or merger: Filing requirements; approval by Commissioner.

NRS 692C.190        Acquisition or merger: Contents of statement.

NRS 692C.200        Acquisition or merger: Use of alternative documents.

NRS 692C.210        Acquisition or merger: Prerequisites for approval; hearing and notice; powers and duties of Commissioner; period for infusion of capital.

NRS 692C.220        Information to be furnished to shareholders.

NRS 692C.230        Exemptions.

NRS 692C.240        Violations.

NRS 692C.250        Jurisdiction of court; consent to service of process.

REVIEW OF ACQUISITION BY COMMISSIONER

NRS 692C.252        Applicability.

NRS 692C.254        Form of notice; waiting period.

NRS 692C.256        Order of Commissioner relating to acquisition: Issuance; standards.

NRS 692C.258        Order of Commissioner relating to acquisition: Hearing; written decision; effective date; plan to remedy conditions that caused order to be issued; applicability; penalty.

REGISTRATION

NRS 692C.260        Registration required; person within insurance holding company system subject to registration required to provide information to insurer.

NRS 692C.270        Contents of registration statement; statement relating to corporate oversight; financial statements.

NRS 692C.280        Registration statement: Exempt information.

NRS 692C.290        Registration statement: Amendment; report of distributions to shareholders; report of enterprise risk.

NRS 692C.300        Termination of registration.

NRS 692C.310        Consolidated registration.

NRS 692C.320        Registration on behalf of affiliated insurer.

NRS 692C.330        Disclaimer of affiliation; disallowance.

NRS 692C.340        Exemptions.

NRS 692C.350        Violations; penalties.

MISCELLANEOUS PROVISIONS

NRS 692C.355        Proposal to acquire or change or continue control of insurer domiciled in State: Notice; action by Commissioner.

NRS 692C.357        Domestic insurer under control of foreign person not relieved of obligations and liabilities; requirements for board of directors of registered domestic insurer; exception; waiver.

NRS 692C.359        Supervisory college: Commissioner may convene or participate; composition; agreements with other regulatory agencies.

NRS 692C.360        Transactions with affiliates; regulations.

NRS 692C.363        Insurer required to notify Commissioner of intent to enter into certain transactions with affiliate; approval of transactions; exceptions.

NRS 692C.367        Insurer prohibited from entering into separate transactions with affiliate with intent to avoid review; review of transactions by Commissioner; insurer to notify Commissioner of large investment in corporation.

NRS 692C.370        Adequacy of surplus.

NRS 692C.380        Extraordinary distributions to shareholders: Definition.

NRS 692C.390        Extraordinary distributions to shareholders: Notice; approval.

NRS 692C.400        Extraordinary distributions to shareholders: Conditional declaration.

NRS 692C.402        Sources from which receiver appointed under order for liquidation or rehabilitation of insurer is authorized to recover.

NRS 692C.404        Liability of person who controlled insurer or affiliate at time distributions were paid or declared.

REMEDIES; PENALTIES

NRS 692C.410        Powers of Commissioner; examination of insurer; payment of expenses.

NRS 692C.420        Confidentiality of disclosed information; exception.

NRS 692C.430        Injunctive relief.

NRS 692C.440        Prohibited voting of securities.

NRS 692C.450        Sequestration of voting securities.

NRS 692C.460        Receivership.

NRS 692C.470        Suspension, revocation or refusal of license.

NRS 692C.480        Criminal proceedings and penalties.

NRS 692C.485        Penalty for violation of certain provisions by director or officer of insurance holding company system; order of Commissioner to cease and desist; order of Commissioner to rescind certain contracts.

NRS 692C.490        Judicial review.

_________

_________

GENERAL PROVISIONS

      NRS 692C.010  Short title.  This chapter may be cited as the Insurance Holding Company Law.

      (Added to NRS by 1973, 1037)

      NRS 692C.020  Definitions.  As used in this chapter, unless the context otherwise requires, the words and terms defined in NRS 692C.025 to 692C.110, inclusive, have the meanings ascribed to them in those sections.

      (Added to NRS by 1973, 1037; A 2003, 3322; 2013, 3359)

      NRS 692C.025  “Acquisition” defined.  “Acquisition” means any agreement, arrangement or activity, the consummation of which results in a person directly or indirectly acquiring the control of another person. The term includes, but is not limited to:

      1.  The acquiring of a voting security;

      2.  The acquiring of any asset;

      3.  Bulk reinsurance; and

      4.  A merger.

      (Added to NRS by 2003, 3318)

      NRS 692C.030  “Affiliate” defined.  “Affiliate” means a person who directly or indirectly, through one or more intermediaries, controls or is controlled by or is under common control with another designated person.

      (Added to NRS by 1973, 1037)

      NRS 692C.040  “Commissioner” defined.  “Commissioner” means the Commissioner of Insurance, the deputies of the Commissioner, or the Division, as appropriate.

      (Added to NRS by 1973, 1037; A 1991, 1633)

      NRS 692C.050  “Control” defined.

      1.  “Control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract other than a commercial contract for goods or nonmanagement services or otherwise, unless the power is the result of an official position with or corporate office held by the person.

      2.  Control shall be presumed to exist if any person directly or indirectly owns, controls, holds with the power to vote or holds proxies representing 10 percent or more of the voting securities of any other person. This presumption may be rebutted by a showing made in the manner provided by NRS 692C.330 that control does not exist in fact.

      3.  The Commissioner may determine, after furnishing all persons in interest notice and opportunity to be heard and making specific findings of fact to support such determination, that control exists in fact, notwithstanding the absence of a presumption to that effect.

      (Added to NRS by 1973, 1038, 1039)

      NRS 692C.055  “Enterprise risk” defined.  “Enterprise risk” means any activity, circumstance, event or series of events involving one or more affiliates of an insurer that, if not remedied promptly, is likely to have a material adverse effect on the financial condition or liquidity of the insurer or its insurance holding company system as a whole, including, without limitation, any activity, circumstance, event or series of events that may cause:

      1.  The risk-based capital of the insurer to fall below the minimum amount of risk-based capital required by regulations adopted pursuant to NRS 681B.290; or

      2.  The insurer to be in a hazardous financial condition as set forth in regulations adopted pursuant to NRS 680A.205.

      (Added to NRS by 2013, 3357)

      NRS 692C.060  “Insurance holding company system” defined.  “Insurance holding company system” means a combination of two or more affiliated persons, one or more of which is an insurer.

      (Added to NRS by 1973, 1038)

      NRS 692C.070  “Insurer” defined.  “Insurer” has the meaning ascribed in NRS 679A.100. It does not include agencies, authorities or instrumentalities of the United States, its possessions and territories, the Commonwealth of Puerto Rico, the District of Columbia, or any state or political subdivision of a state.

      (Added to NRS by 1973, 1038)

      NRS 692C.075  “Involved insurer” defined.  “Involved insurer” includes an insurer that:

      1.  Acquires a person or is acquired by a person;

      2.  Is affiliated with an insurer that acquires a person or is acquired by a person; or

      3.  Is the result of a merger.

      (Added to NRS by 2003, 3318)

      NRS 692C.080  “Person” defined.  “Person” includes an individual, corporation, limited-liability company, partnership, association, joint stock company, trust, unincorporated organization or any similar entity, or any combination thereof acting in concert. The term does not include:

      1.  Any joint venture partnership that is exclusively engaged in owning, managing, leasing or developing any real or tangible personal property; or

      2.  Any securities broker performing no more than the usual and customary broker’s function.

      (Added to NRS by 1973, 1038; A 1985, 538; 2003, 3322)

      NRS 692C.090  “Security holder” defined.  “Security holder” means one who owns any security of a designated person, including common stock, preferred stock, debt obligations, and any other security convertible into or evidencing the right to acquire any of the foregoing.

      (Added to NRS by 1973, 1038)

      NRS 692C.100  “Subsidiary” defined.  “Subsidiary” means an affiliate of a designated person who is controlled by such person directly or indirectly through one or more intermediaries.

      (Added to NRS by 1973, 1038)

      NRS 692C.110  “Voting security” defined.  “Voting security” includes any security convertible into or evidencing a right to acquire a voting security.

      (Added to NRS by 1973, 1038)

      NRS 692C.120  Rules, regulations and orders.  The Commissioner may, pursuant to NRS 679B.130, issue such rules, regulations and orders as shall be necessary to carry out the provisions of this chapter.

      (Added to NRS by 1973, 1048)

FORMATION AND ACQUISITION OF SUBSIDIARIES; MERGERS

      NRS 692C.130  Organization and acquisition of subsidiaries authorized.  Any domestic insurer, either by itself or in cooperation with one or more persons, may organize or acquire one or more subsidiaries. Such subsidiaries may conduct any kind of business or businesses and their authority to do so shall not be limited by reason of the fact that they are subsidiaries of a domestic insurer.

      (Added to NRS by 1973, 1038)

      NRS 692C.140  Authorized investments in securities of subsidiaries.  In addition to making investments in common stock, preferred stock, debt obligations and other securities permitted under chapter 682A of NRS, a domestic insurer may invest:

      1.  In common stock, preferred stock, debt obligations and other securities of one or more subsidiaries, amounts which do not exceed the lesser of 10 percent of the insurer’s assets or 50 percent of its surplus as regards policyholders, if the insurer’s surplus as regards policyholders remains at a reasonable level in relation to the insurer’s outstanding liabilities and adequate to its financial needs. In calculating the amount of such investments:

      (a) Any investment in a domestic or foreign insurance subsidiary or health maintenance organization must be excluded.

      (b) The following must be included:

             (1) Total net money or other consideration expended and obligations assumed in the acquisition or formation of a subsidiary, including all organizational expenses and contributions to capital and surplus of the subsidiary whether or not represented by the purchase of capital stock or issuance of other securities; and

             (2) All amounts expended in acquiring additional common stock, preferred stock, debt obligations and other securities and all contributions to the capital or surplus of a subsidiary after its acquisition or formation.

      2.  Any amount in common stock, preferred stock, debt obligations and other securities of one or more subsidiaries that are engaged exclusively in or organized to engage exclusively in the ownership and management of assets which are authorized as investments of the domestic insurer, if each subsidiary agrees to limit its investments in any asset so that those investments will not cause the amount of the total investment of the insurer to exceed any of the investment limitations specified in subsection 1 or in chapter 682A of NRS. For the purpose of this subsection, “total investment of the insurer” includes any direct investment by the insurer in an asset and the insurer’s proportionate share of any investment in an asset by any subsidiary of the insurer, which must be calculated by multiplying the amount of the subsidiary’s investment by the percentage of the insurer’s ownership of the subsidiary.

      3.  Any amount in common stock, preferred stock, debt obligations or other securities of one or more subsidiaries, with the approval of the Commissioner, if the insurer’s surplus as regards policyholders remains at a reasonable level in relation to the insurer’s outstanding liabilities and adequate to its financial needs.

      (Added to NRS by 1973, 1038; A 2001, 2229; 2003, 3322; 2013, 3360)

      NRS 692C.150  Exemption from restrictions on investments.  Investments in common stock, preferred stock, debt obligations or other securities of subsidiaries made pursuant to NRS 692C.140 shall not be subject to any of the otherwise applicable restrictions or prohibitions contained in this chapter which are applicable to such investments.

      (Added to NRS by 1973, 1039)

      NRS 692C.160  Determination of qualification of investment.  Whether or not any investment made pursuant to NRS 692C.140 meets the applicable requirements thereof is to be determined before such investment is made by calculating the applicable investment limitations as though the investment has already been made, taking into account the then outstanding principal balance on all previous investments in debt obligations, the value of all previous investments in equity securities as of the date they were made and the net of any return of capital invested, not including dividends.

      (Added to NRS by 1973, 1039; A 2013, 3360)

      NRS 692C.170  Cessation of control: Disposal of investment required; exception.  If an insurer ceases to control a subsidiary, it shall dispose of any investment therein made pursuant to NRS 692C.140 within 3 years from the time of the cessation of control or within such further time as the Commissioner may prescribe, unless any such investment shall have met the requirements for investment under any other section of this chapter, and the insurer has notified the Commissioner thereof.

      (Added to NRS by 1973, 1040)

      NRS 692C.180  Acquisition or merger: Filing requirements; approval by Commissioner.

      1.  No person other than the issuer may make a tender for or a request or invitation for tenders of, or enter into any agreement to exchange securities for, seek to acquire or acquire in the open market or otherwise, any voting security of a domestic insurer if, after the consummation thereof, the person would directly or indirectly, or by conversion or by exercise of any right to acquire, be in control of the insurer, nor may any person enter into an agreement to merge with or otherwise acquire control of a domestic insurer, unless, at the time any such offer, request or invitation is made or any such agreement is entered into, or before the acquisition of those securities if no offer or agreement is involved, the person has filed with the Commissioner and has sent to the insurer, and the insurer has sent to its shareholders, a statement containing the information required by NRS 692C.180 to 692C.250, inclusive, and, except as otherwise provided in subsection 4, the offer, request, invitation, agreement or acquisition has been approved by the Commissioner in the manner prescribed in this chapter.

      2.  The statement required by subsection 1 must be filed with the Commissioner at least 60 days before the proposed date of the acquisition. The statement must set forth, without limitation, the information required by NRS 692C.254. A person who fails to comply with this subsection is subject to the penalties set forth in subsections 6 and 7 of NRS 692C.258.

      3.  A person controlling a domestic insurer who is seeking to divest his or her controlling interest in the domestic insurer shall file with the Commissioner, and send to the insurer, notice of the proposed divestiture at least 30 days before the proposed divestiture, unless a statement has been filed pursuant to subsection 1 concerning the proposed transaction. Notice filed pursuant to this subsection is confidential until the conclusion, if any, of the divestiture unless the Commissioner determines that such confidentiality will interfere with the enforcement of this section.

      4.  Upon receiving a statement or notice pursuant to this section by a person seeking to acquire a controlling interest in a domestic insurer or divest a controlling interest in a domestic insurer, the Commissioner shall determine whether or not the person will be required to file for and obtain the approval of the Commissioner for the acquisition or divestiture. As soon as practicable after making that determination, the Commissioner shall notify the person of the results of the determination.

      5.  For purposes of this section, a domestic insurer includes any other person controlling a domestic insurer unless the other person is directly or through affiliates primarily engaged in a business other than the business of insurance. If a person is directly or through affiliates primarily engaged in a business other than the business of insurance, the person shall, at least 60 days before the proposed effective date of the acquisition, file a notice of intent to acquire with the Commissioner setting forth the information required by NRS 692C.254.

      6.  As used in this section, “person” does not include a securities broker who, in the regular course of business as a broker, holds less than 20 percent of the voting securities of an insurer or of any person who controls an insurer.

      (Added to NRS by 1973, 1040; A 2001, 2230; 2003, 3323; 2013, 3360)

      NRS 692C.190  Acquisition or merger: Contents of statement.  The statement to be filed with the Commissioner hereunder shall be made under oath or affirmation and shall contain the following:

      1.  The name and address of each person (hereinafter called the “acquiring party”) by whom or on whose behalf the merger or other acquisition of control referred to in subsection 1 of NRS 692C.180 is to be effected and, if such person is:

      (a) An individual, the individual’s principal occupation and all offices and positions held by the individual during the past 5 years, and any conviction of crimes other than for minor traffic violations during the past 10 years.

      (b) Not an individual, a report of the nature of its business operations during the past 5 years or for such lesser period as such person and any predecessors thereof shall have been in existence, together with an informative description of the business intended to be done by such person and such person’s subsidiaries, and a list of all individuals who are or who have been selected to become directors or executive officers of such person or who perform or will perform functions appropriate to such positions. Such list shall include for each such individual the information required by paragraph (a).

      2.  The source, nature and amount of the consideration used or to be used in effecting the merger or other acquisition of control, a description of any transaction wherein funds were or are to be obtained for any such purpose, and the identity of persons furnishing such consideration, but where a source of such consideration is a loan made in the lender’s ordinary course of business, the identity of the lender shall remain confidential, if the person filing such statement so requests.

      3.  Fully audited financial information as to the earnings and financial condition of each acquiring party for the preceding 5 fiscal years of each such acquiring party (or for such lesser period as such acquiring party and any predecessors thereof shall have been in existence), and similar unaudited information as of a date not earlier than 90 days prior to the filing of the statement.

      4.  Any plans or proposals which each acquiring party may have to liquidate such insurer, to sell its assets or merge or consolidate it with any person, or to make any other material change in its business or corporate structure or management.

      5.  The number of shares of any security referred to in subsection 1 of NRS 692C.180 which each acquiring party proposes to acquire, and the terms of the offer, request, invitation, agreement or acquisition referred to in subsection 1 of NRS 692C.180 and a statement as to the method by which the fairness of the proposal was determined.

      6.  The amount of each class of any security referred to in subsection 1 of NRS 692C.180 which is beneficially owned or concerning which there is a right to acquire beneficial ownership by each acquiring party.

      7.  A full description of any contracts, arrangements or understandings with respect to any security referred to in subsection 1 of NRS 692C.180 in which any acquiring party is involved, including but not limited to transfer of any of the securities, joint ventures, loan or option arrangements, puts or calls, guarantees of loans, guarantees against loss or guarantees of profits, division of losses or profits or the giving or withholding of proxies. Such description shall identify the persons with whom such contracts, arrangements or understandings have been made.

      8.  A description of the purchase of any security referred to in subsection 1 of NRS 692C.180 during the 12 calendar months preceding the filing of the statement by any acquiring party, including the dates of purchase, names of the purchasers and consideration paid or agreed to be paid therefor.

      9.  A description of any recommendations to purchase any security referred to in subsection 1 of NRS 692C.180 made during the 12 calendar months preceding the filing of the statement by any acquiring party, or by anyone based upon interviews with or at the suggestion of such acquiring party.

      10.  Copies of all tenders, offers for, requests or invitations for tenders of, exchange offers for, and agreements to acquire or exchange any securities referred to in subsection 1, and, if distributed, additional soliciting material relating thereto.

      11.  The terms of any agreement, contract or understanding made with any broker-dealer, as to solicitation of securities referred to in subsection 1 of NRS 692C.180, for tender, and the amount of any fees, commissions or other compensation to be paid to broker-dealers with regard thereto.

      12.  Such additional information as the Commissioner may by rule or regulation prescribe as necessary or appropriate for the protection of policy holders and security holders of the insurer or for the protection of the public interest.

Ê If the person required to file the statement referred to in this section is a partnership, limited partnership, syndicate or other group, the Commissioner may require that the information required by this section, be given with respect to each partner of such partnership or limited partnership, each member of such syndicate or group, and each person who controls such partner or member. If any such partner, member or person is a corporation or the person required to file the statement referred to in subsection 1 of NRS 692C.180 is a corporation, the Commissioner may require that the information required by this section, be given with respect to such corporation, each officer and director of such corporation, and each person who is directly or indirectly the beneficial owner of more than 10 percent of the outstanding voting securities of such corporation. If any material change occurs in the facts set forth in the statement filed with the Commissioner and sent to such insurer pursuant to this section, an amendment setting forth such change, together with copies of all documents and other material relevant to such change, shall be filed with the Commissioner and sent to such insurer within 2 business days after the person learns of such change. Such insurer shall send each such amendment to its shareholders.

      (Added to NRS by 1973, 1040; A 2013, 3361)

      NRS 692C.200  Acquisition or merger: Use of alternative documents.  If any offer, request, invitation, agreement or acquisition referred to in subsection 1 of NRS 692C.180 is proposed to be made by means of a registration statement under the Securities Act of 1933, 15 U.S.C. §§ 77a to 77aa, inclusive, or in circumstances requiring the disclosure of similar information under the Securities Exchange Act of 1934, 15 U.S.C. §§ 78a et seq., or under any state law requiring similar registration or disclosure, the person required to file the statement referred to in subsection 1 of NRS 692C.180 may utilize such documents in furnishing the information called for by that statement.

      (Added to NRS by 1973, 1042; A 2013, 3363)

      NRS 692C.210  Acquisition or merger: Prerequisites for approval; hearing and notice; powers and duties of Commissioner; period for infusion of capital.

      1.  Except as otherwise provided in subsections 5 and 7, the Commissioner shall approve any merger or other acquisition of control referred to in subsection 1 of NRS 692C.180 unless, after a public hearing thereon, the Commissioner finds that:

      (a) After the change of control, the domestic insurer specified in subsection 1 of NRS 692C.180 would not be able to satisfy the requirements for the issuance of a license to write the line or lines of insurance for which it is presently licensed;

      (b) The effect of the merger or other acquisition of control would be substantially to lessen competition in insurance in this state or tend to create a monopoly;

      (c) The financial condition of any acquiring party may jeopardize the financial stability of the insurer, or prejudice the interest of its policyholders or the interests of any remaining security holders who are unaffiliated with the acquiring party;

      (d) The terms of the offer, request, invitation, agreement or acquisition referred to in subsection 1 of NRS 692C.180 are unfair and unreasonable to the security holders of the insurer;

      (e) The plans or proposals which the acquiring party has to liquidate the insurer, sell its assets or consolidate or merge it with any person, or to make any other material change in its business or corporate structure or management, are unfair and unreasonable to policyholders of the insurer or not in the public interest;

      (f) The competence, experience and integrity of those persons who would control the operation of the insurer are such that it would not be in the interest of policyholders of the insurer or of the public to permit the merger or other acquisition of control;

      (g) If approved, the merger or acquisition of control would likely be harmful or prejudicial to the members of the public who purchase insurance; or

      (h) The practices of the applicant in managing claims have evidenced a pattern in which the applicant has knowingly committed, or performed with such frequency as to indicate a general business practice of:

             (1) Misrepresentation of pertinent facts or provisions of policies of insurance as they relate to coverages at issue;

             (2) Failure to affirm or deny coverage of claims within a reasonable time after written proofs of loss have been furnished; or

             (3) Failure to pay claims in a timely manner.

      2.  Except as otherwise provided in subsection 7, the public hearing specified in subsection 1 must be held within 30 days after the statement required by subsection 1 of NRS 692C.180 has been filed, and at least 20 days’ notice thereof must be given by the Commissioner to the person filing the statement. Not less than 7 days’ notice of the public hearing must be given by the person filing the statement to the insurer and to any other person designated by the Commissioner. The insurer shall give such notice to its security holders. The Commissioner shall make a determination within 60 days after the conclusion of the hearing. If the Commissioner determines that an infusion of capital to restore capital in connection with the change in control is required, the requirement must be met within 60 days after notification is given of the determination. At the hearing, the person filing the statement, the insurer, any person to whom notice of hearing was sent and any other person whose interests may be affected thereby may present evidence, examine and cross-examine witnesses, and offer oral and written arguments and, in connection therewith, may conduct discovery proceedings in the same manner as is presently allowed in the district court of this state. All discovery proceedings must be concluded not later than 3 days before the commencement of the public hearing.

      3.  The Commissioner may retain at the acquiring party’s expense attorneys, actuaries, accountants and other experts not otherwise a part of the staff of the Commissioner as may be reasonably necessary to assist the Commissioner in reviewing the proposed acquisition of control.

      4.  The period for review by the Commissioner must not exceed the 60 days allowed between the filing of the notice of intent to acquire required pursuant to subsection 5 of NRS 692C.180 and the date of the proposed acquisition if the proposed affiliation or change of control involves a financial institution, or an affiliate of a financial institution, and an insured.

      5.  When making a determination pursuant to paragraph (b) of subsection 1, the Commissioner:

      (a) Shall require the submission of the information specified in subsection 2 of NRS 692C.254;

      (b) Shall consider:

             (1) The standards set forth in the Horizontal Merger Guidelines issued by the United States Department of Justice and the Federal Trade Commission and in effect at the time the Commissioner receives the statement required pursuant to subsection 1 of NRS 692C.180; and

             (2) The factors described in subsection 3 of NRS 692C.256; and

      (c) May condition approval of the merger or acquisition of control in the manner provided in subsection 4 of NRS 692C.258.

      6.  If, in connection with a change of control of a domestic insurer, the Commissioner determines that the person who is acquiring control of the domestic insurer must maintain or restore the capital of the domestic insurer in an amount that is required by the laws and regulations of this state, the Commissioner shall make the determination not later than 60 days after the notice of intent to acquire required pursuant to subsection 5 of NRS 692C.180 is filed with the Commissioner.

      7.  If the proposed merger or other acquisition of control referred to in subsection 1 of NRS 692C.180 requires the approval of the commissioner of more than one state, the public hearing required pursuant to subsection 1 may, upon the request of the person who filed the statement required pursuant to subsection 1 of NRS 692C.180, be consolidated with the hearings required in other states. Not more than 5 days after receiving such a request, the Commissioner shall file with the National Association of Insurance Commissioners a copy of the statement that was filed with the Commissioner pursuant to subsection 1 of NRS 692C.180 by the person requesting a consolidated hearing. The Commissioner may opt out of a consolidated hearing and, if the Commissioner elects to do so, he or she shall provide notice to the person requesting the consolidated hearing not more than 10 days after receiving the statement filed pursuant to subsection 1 of NRS 692C.180. A consolidated hearing must be public and must be held within the United States before participating commissioners of the states in which the insurers are domiciled. Participating commissioners may hear and receive evidence at the hearing.

      (Added to NRS by 1973, 1042; A 1985, 1070; 1995, 1775; 2001, 2230; 2003, 3323; 2009, 1494; 2013, 3363)

      NRS 692C.220  Information to be furnished to shareholders.  All statements, amendments or other material filed pursuant to NRS 692C.180 and 692C.190 and all notices of public hearings held pursuant to NRS 692C.210 shall be mailed by the insurer to its shareholders within 5 business days after the insurer has received such statements, amendments, other material or notices. The expenses of mailing shall be borne by the person making the filing. As security for the payment of such expenses, such person shall file with the Commissioner an acceptable bond or other deposit in an amount to be determined by the Commissioner.

      (Added to NRS by 1973, 1043)

      NRS 692C.230  Exemptions.  The provisions of NRS 692C.180 to 692C.250, inclusive, do not apply to:

      1.  A transaction which is subject to the provisions of NRS 693A.290 to 693A.370, inclusive, dealing with the merger or consolidation of two or more insurers.

      2.  Any offer, request, invitation, agreement or acquisition which the Commissioner by order exempts therefrom as not having been made or entered into for the purpose and not having the effect of changing or influencing the control of a domestic insurer, or as otherwise not comprehended within the purposes of NRS 692C.180 to 692C.250, inclusive.

      (Added to NRS by 1973, 1043; A 1995, 1776)

      NRS 692C.240  Violations.  The following shall be violations of NRS 692C.180 to 692C.250, inclusive:

      1.  The failure to file any statement, amendment or other material required to be filed pursuant to NRS 692C.180 or 692C.190; or

      2.  The effectuation or any attempt to effectuate an acquisition of control of, or merger with, a domestic insurer unless the Commissioner has given approval thereto.

      (Added to NRS by 1973, 1044)

      NRS 692C.250  Jurisdiction of court; consent to service of process.

      1.  The courts of this state are hereby vested with jurisdiction over every person not resident, domiciled or authorized to do business in this state who files a statement with the Commissioner under NRS 692C.180 to 692C.250, inclusive, and over all actions involving such person arising out of violations of such sections.

      2.  Each such person shall be deemed to have performed acts equivalent to and constituting an appointment by such a person of the Commissioner to be his or her true and lawful attorney upon whom may be served all lawful process in any action, suit or proceeding arising out of violations of NRS 692C.180 to 692C.250, inclusive. Copies of all such lawful process shall be served on the Commissioner and transmitted by registered or certified mail by the Commissioner to such person at his or her last known address.

      (Added to NRS by 1973, 1044)

REVIEW OF ACQUISITION BY COMMISSIONER

      NRS 692C.252  Applicability.  The provisions of this chapter apply to any acquisition in which a change in control of an insurer who is authorized to do business in this state occurs, except:

      1.  An acquisition that is subject to approval or disapproval by the Commissioner pursuant to NRS 692C.180 to 692C.250, inclusive.

      2.  A purchase of securities solely for investment purposes if the securities are not used for voting or not otherwise used to cause or attempt to cause a substantial lessening of competition in any insurance market in this state, except that, if a purchase of securities creates a presumption of control of the insurer pursuant to subsection 2 of NRS 692C.050, the purchase is not solely for investment purposes unless the commissioner of insurance of the insurer’s state of domicile:

      (a) Accepts a disclaimer of control or affirmatively finds that control does not exist; and

      (b) Submits the accepted disclaimer or a statement setting forth the affirmative finding to the Commissioner.

      3.  An acquisition of a person by another person if:

      (a) Each of those persons is not directly or through an affiliate primarily engaged in the business of insurance; and

      (b) At least 30 days before the effective date of the acquisition, a notice is filed with the Commissioner in accordance with NRS 692C.254, if required.

      4.  An acquisition by a person of an affiliate of that person.

      5.  An acquisition that does not immediately cause:

      (a) The combined market share of the involved insurers to exceed 5 percent of the total market;

      (b) An increase in any market share; or

      (c) For any market:

             (1) The combined market share of the involved insurers to exceed 12 percent of the total market; and

             (2) The market share to increase by more than 2 percent of the total market.

Ê As used in this subsection, “market” means direct written premiums in this state for a line of authority set forth in the annual statement required to be filed by insurers authorized to do business in this state.

      6.  An acquisition for which, solely because of the effect of the acquisition on ocean marine insurance, a notification is required pursuant to this section.

      7.  An acquisition of an insurer whose domiciliary commissioner of insurance:

      (a) Determines that:

             (1) The insurer is in a failing condition;

             (2) A feasible alternative for improving that condition does not exist; and

             (3) The public benefit received from improving that condition through the acquisition of the insurer outweighs the public benefit received from increasing competition; and

      (b) Submits a determination by the domiciliary commissioner of insurance made pursuant to paragraph (a) to the Commissioner.

      (Added to NRS by 2003, 3318)

      NRS 692C.254  Form of notice; waiting period.

      1.  An acquisition to which the provisions of NRS 692C.252 apply is subject to an order issued pursuant to NRS 692C.258 unless:

      (a) The acquiring person files a notice of acquisition pursuant to this section; and

      (b) The waiting period specified in subsection 4 has expired.

      2.  The Commissioner shall prescribe the form of the notice required pursuant to subsection 1. A notice of acquisition filed pursuant to this section must include:

      (a) The information required by the National Association of Insurance Commissioners relating to any market that, pursuant to subsection 5 of NRS 692C.252, causes the acquisition not to be exempted from the provisions of this section; and

      (b) Any other material or information required by the Commissioner to determine whether or not the proposed acquisition, if consummated, would violate the provisions of NRS 692C.256.

      3.  The information required pursuant to subsection 2 may include the opinion of an economist relating to the competitive effect of the acquisition on the business of insurance in this state if the opinion is accompanied by a summary of the education and experience of the economist and a statement indicating the ability of the economist to provide an informed opinion.

      4.  Except as otherwise provided in subsection 5, the waiting period for an acquisition required pursuant to subsection 1 begins on the date the Commissioner receives the notice filed pursuant to subsection 1 and ends on the expiration of 30 days after that date or on the expiration of a shorter period prescribed by the Commissioner, whichever is earlier.

      5.  Before the expiration of the waiting period specified in subsection 4, the Commissioner may, not more than once, require a person to submit additional information relating to the proposed acquisition. If the Commissioner requires the submission of additional information, the waiting period for the acquisition ends upon the expiration of 30 days after the Commissioner receives the additional information or upon the expiration of a shorter period prescribed by the Commissioner, whichever is earlier.

      (Added to NRS by 2003, 3319)

      NRS 692C.256  Order of Commissioner relating to acquisition: Issuance; standards.

      1.  The Commissioner may issue an order pursuant to NRS 692C.258 relating to an acquisition if:

      (a) The effect of the acquisition may substantially lessen competition in any line of insurance in this state or tend to create a monopoly; or

      (b) The acquiring person fails to file sufficient materials or information pursuant to NRS 692C.254.

      2.  In determining whether to issue an order pursuant to subsection 1, the Commissioner shall consider the standards set forth in the Horizontal Merger Guidelines issued by the United States Department of Justice and the Federal Trade Commission and in effect at the time the Commissioner receives the notice required pursuant to NRS 692C.254.

      3.  The Commissioner shall, before issuing an order specified in subsection 1, consider:

      (a) If:

             (1) The acquisition creates substantial economies of scale or economies in the use of resources that may not be created in any other manner; and

             (2) The public benefit received from those economies exceeds the public benefit received from not lessening competition; or

      (b) If:

             (1) The acquisition substantially increases the availability of insurance; and

             (2) The public benefit received by that increase exceeds the public benefit received from not lessening competition.

      4.  The public benefits set forth in subparagraph 2 of paragraphs (a) and (b) of subsection 3 may be considered together, as applicable, in assessing whether the public benefits received from the acquisition exceed any benefit to competition that would arise from disapproving the acquisition.

      5.  The Commissioner has the burden of establishing that the acquisition will result in a violation of the competitive standard set forth in subsection 1.

      (Added to NRS by 2003, 3319; A 2009, 1496; 2013, 3365)

      NRS 692C.258  Order of Commissioner relating to acquisition: Hearing; written decision; effective date; plan to remedy conditions that caused order to be issued; applicability; penalty.

      1.  Except as otherwise provided in this section, if the Commissioner determines that an acquisition may substantially lessen competition in any line of insurance in this state, tends to create a monopoly or is not in the interest of the members of the public who purchase insurance, the Commissioner may issue an order:

      (a) Requiring an involved insurer to cease and desist from doing business in this state relating to that line of insurance; or

      (b) Denying the application of an acquired or acquiring insurer for a license or authority to do business in this state.

      2.  The Commissioner shall not issue an order pursuant to subsection 1 unless:

      (a) The Commissioner conducts a hearing concerning the acquisition in accordance with NRS 679B.310 to 679B.370, inclusive;

      (b) A notice of the hearing is issued before the expiration of the waiting period for the acquisition specified in NRS 692C.254, but not less than 15 days before the hearing; and

      (c) The hearing is conducted and the order is issued not later than 60 days after the expiration of the waiting period.

      3.  Each order issued pursuant to subsection 1 must include a written decision of the Commissioner setting forth findings of fact and conclusions of law relating to the acquisition.

      4.  An order issued pursuant to this section does not become final until 30 days after it is issued, during which time the involved insurer may submit to the Commissioner a plan to remedy, within a reasonable period, the anticompetitive effect of the acquisition or the failure to protect the interest of the members of the public who purchase insurance. As soon as practicable after receiving the plan, the Commissioner shall, based upon the plan and any information included in the plan, issue a written determination setting forth:

      (a) The conditions or actions, if any, required to:

             (1) Eliminate the anticompetitive effect of the acquisition or protect the interest of members of the public who purchase insurance; and

             (2) Vacate or modify the order; and

      (b) The period in which the conditions or actions specified in paragraph (a) must be performed.

      5.  An order issued pursuant to subsection 1 does not apply to an acquisition that is not consummated.

      6.  A person who violates a cease and desist order issued pursuant to this section during any period in which the order is in effect is subject, at the discretion of the Commissioner, to:

      (a) The imposition of a civil penalty of not more than $10,000 per day for each day the violation continues;

      (b) The suspension or revocation of the person’s license or certificate of authority; or

      (c) Both the imposition of a civil penalty pursuant to paragraph (a) and the suspension or revocation of the person’s license or certificate of authority pursuant to paragraph (b).

      7.  In addition to any fine imposed pursuant to NRS 692C.480, any insurer or other person who fails to make any filing required by NRS 692C.252 to 692C.258, inclusive, and who fails to make a good faith effort to comply with any such requirement is subject to a fine of not more than $50,000.

      8.  The provisions of NRS 692C.430, 692C.440 and 692C.460 do not apply to an acquisition to which the provisions of NRS 692C.252 apply.

      (Added to NRS by 2003, 3320; A 2009, 1496)

REGISTRATION

      NRS 692C.260  Registration required; person within insurance holding company system subject to registration required to provide information to insurer.

      1.  Every insurer which is authorized to do business in this state and which is a member of an insurance holding company system shall register with the Commissioner, except a foreign insurer subject to disclosure requirements and standards adopted by a statute or regulation in the jurisdiction of its domicile which are substantially similar to those contained in NRS 692C.260 to 692C.350, inclusive.

      2.  Any insurer which is subject to registration under NRS 692C.260 to 692C.350, inclusive, shall register not later than September 1, 1973, or 15 days after it becomes subject to registration, whichever is later, unless the Commissioner for good cause shown extends the time for registration. The Commissioner may require any authorized insurer which is a member of a holding company system which is not subject to registration under this section to furnish a copy of the registration statement or other information filed by the insurance company with the insurance regulatory authority of domiciliary jurisdiction.

      3.  Any person within an insurance holding company system subject to registration shall, upon request by an insurer, provide complete and accurate information to the insurer if the information is reasonably necessary to enable the insurer to comply with the provisions of this section.

      (Added to NRS by 1973, 1044; A 2003, 3325)

      NRS 692C.270  Contents of registration statement; statement relating to corporate oversight; financial statements.  Every insurer subject to registration shall file:

      1.  A registration statement on a form provided by the Commissioner, which must contain current information about:

      (a) The capital structure, general financial condition, ownership and management of the insurer and any person controlling the insurer.

      (b) The identity of every member of the insurance holding company system.

      (c) The following agreements in force, relationships subsisting and transactions currently outstanding between the insurer and its affiliates:

             (1) Loans, other investments or purchases, sales or exchanges of securities of the affiliates by the insurer or of the insurer by its affiliates.

             (2) Purchases, sales or exchanges of assets.

             (3) Transactions not in the ordinary course of business.

             (4) Guarantees or undertakings for the benefit of an affiliate which result in an actual contingent exposure of the insurer’s assets to liability, other than insurance contracts entered into in the ordinary course of the insurer’s business.

             (5) All management and service contracts and all cost-sharing arrangements, other than cost allocation arrangements based upon generally accepted accounting principles.

             (6) Reinsurance agreements covering all or substantially all of one or more lines of insurance of the ceding company.

             (7) Any dividend or other distribution made to a shareholder.

             (8) Any consolidated agreement to allocate taxes.

      (d) Any pledge of the insurer’s stock, including the stock of any subsidiary or controlling affiliate of the insurer, for a loan made to any member of the insurance holding company system.

      (e) Any other matters concerning transactions between registered insurers and any affiliates as may be included from time to time in any registration forms adopted or approved by the Commissioner.

      2.  A statement verifying that:

      (a) The board of directors of the insurer oversees the corporate governance and internal controls of the insurer; and

      (b) Officers or senior management of the insurer have approved, implemented and continue to maintain and monitor the corporate governance and internal controls of the insurer.

      3.  Financial statements of the insurance holding company system and all affiliates, if requested by the Commissioner. This requirement may be satisfied by providing the most recent statement filed with the United States Securities and Exchange Commissioner pursuant to the Securities Act of 1933, 15 U.S.C. §§ 78a et seq., by the insurance holding company system or its parent corporation.

      (Added to NRS by 1973, 1044; A 2003, 3325; 2013, 3366)

      NRS 692C.280  Registration statement: Exempt information.  No information need be disclosed on the registration statement filed pursuant to NRS 692C.270 if such information is not material for the purposes of NRS 692C.260 to 692C.350, inclusive. Unless the Commissioner by rule, regulation or order provides otherwise, sales, purchases, exchanges, loans or extensions of credit, or investments involving one-half of 1 percent or less of an insurer’s admitted assets as of the 31st day of December next preceding, shall not be deemed material for purposes of NRS 692C.260 to 692C.350, inclusive.

      (Added to NRS by 1973, 1045)

      NRS 692C.290  Registration statement: Amendment; report of distributions to shareholders; report of enterprise risk.

      1.  Each registered insurer shall keep current the information required to be disclosed in its registration statement by reporting all material changes or additions on forms provided by the Commissioner within 15 days after the end of the month in which it learns of each such change or addition, and not less often than annually, except that, subject to the provisions of NRS 692C.390, each registered insurer shall report all dividends and other distributions to shareholders within 5 business days following the declaration and 10 days before payment.

      2.  If the principal of a registered insurer does not file a report of enterprise risk with the commissioner of the lead state of the insurance company system, as determined by the most recent edition of the Financial Analysis Handbook, published by the National Association of Insurance Commissioners, in a calendar year, the principal shall file a report of enterprise risk with the Commissioner. The principal shall include in the report the material risks within the insurance holding company system that, to the best of his or her knowledge and belief, may pose enterprise risk to the registered insurer.

      (Added to NRS by 1973, 1045; A 1995, 1776; 2013, 3367)

      NRS 692C.300  Termination of registration.  The Commissioner shall terminate the registration of any insurer which demonstrates that it no longer is a member of an insurance holding company system.

      (Added to NRS by 1973, 1045)

      NRS 692C.310  Consolidated registration.  The Commissioner may require or allow two or more affiliated insurers subject to registration hereunder to file a consolidated registration statement or consolidated reports amending their consolidated registration statement or their individual registration statements.

      (Added to NRS by 1973, 1045)

      NRS 692C.320  Registration on behalf of affiliated insurer.  The Commissioner may allow an insurer which is authorized to do business in this state and which is part of an insurance holding company system to register on behalf of any affiliated insurer which is required to register under NRS 692C.260, and to file all information and material required to be filed under NRS 692C.260 to 692C.350, inclusive.

      (Added to NRS by 1973, 1045)

      NRS 692C.330  Disclaimer of affiliation; disallowance.

      1.  Any person may file with the Commissioner:

      (a) A disclaimer of affiliation with any authorized insurer specified in the disclaimer; or

      (b) A request for a termination of registration on the basis that the person does not, or will not after taking an action specified in the request for termination, control another person specified in the request.

      2.  A disclaimer of affiliation or request for a termination of registration specified in subsection 1 may be filed by the authorized insurer or any member of an insurance holding company system. A disclaimer of affiliation or request for a termination of registration filed pursuant to subsection 1 must include:

      (a) A statement indicating the number of authorized, issued and outstanding voting securities of the person specified in the disclaimer of affiliation or request for a termination of registration;

      (b) A statement indicating the number and percentage of shares of the person specified in the disclaimer of affiliation or request for a termination of registration that are owned or beneficially owned by the person disclaiming control, and the number of those shares for which the person disclaiming control has a direct or indirect right to acquire;

      (c) A statement setting forth all material relationships and bases for affiliation between the person specified in the disclaimer of affiliation or request for a termination of registration and the person and any affiliate of the person who is disclaiming control of the person specified in the disclaimer of affiliation or request for a termination of registration; and

      (d) An explanation of why the person who is disclaiming control does not control the person specified in the disclaimer of affiliation or request for a termination of registration.

      3.  A request for a termination of registration filed pursuant to subsection 1 shall be deemed granted upon filing unless the Commissioner, within 30 days after receipt of the request for a termination of registration, notifies the person, authorized insurer or member of an insurance holding company system that the request is denied.

      4.  After a disclaimer of affiliation has been filed, the insurer is relieved of any duty to register or report under NRS 692C.260 to 692C.350, inclusive, which may arise out of the insurer’s relationship with the person unless the Commissioner disallows the disclaimer. The Commissioner may disallow the disclaimer only after furnishing all parties in interest with a notice and opportunity to be heard and after making specific findings of fact to support the disallowance.

      (Added to NRS by 1973, 1046; A 2003, 3326)

      NRS 692C.340  Exemptions.  The provisions of NRS 692C.260 to 692C.350, inclusive, shall not apply to any insurer, information or transaction if and to the extent that the Commissioner by rule, regulation or order shall exempt the same from the provisions of NRS 692C.260 to 692C.350, inclusive.

      (Added to NRS by 1973, 1046)

      NRS 692C.350  Violations; penalties.

      1.  The failure to file a registration statement or any amendment thereto required by NRS 692C.260 to 692C.350, inclusive, within the time specified for the filing is a violation of NRS 692C.260 to 692C.350, inclusive.

      2.  Except as otherwise provided in subsection 3, if an insurer fails, without just cause, to file a registration statement required pursuant to NRS 692C.270, the insurer shall, after receiving notice and a hearing, pay a civil penalty of $100 for each day the insurer fails to file the registration statement. The civil penalty may be recovered in a civil action brought by the Commissioner. Any civil penalty paid pursuant to this subsection must be deposited in the State General Fund.

      3.  The maximum civil penalty that may be imposed pursuant to subsection 2 is $20,000. The Commissioner may reduce the amount of the civil penalty if the insurer demonstrates to the satisfaction of the Commissioner that the payment of the civil penalty would impose a financial hardship on the insurer.

      4.  Any officer, director or employee of an insurance holding company system who willfully and knowingly subscribes to or makes or causes to be made any false statement, false report or false filing with the intent to deceive the Commissioner in the performance of his or her duties pursuant to NRS 692C.260 to 692C.350, inclusive, is guilty of a category D felony and shall be punished as provided in NRS 193.130. The officer, director or employee is personally liable for any fine imposed against the officer, director or employee pursuant to that section.

      (Added to NRS by 1973, 1046; A 2003, 3327)

MISCELLANEOUS PROVISIONS

      NRS 692C.355  Proposal to acquire or change or continue control of insurer domiciled in State: Notice; action by Commissioner.  An insurer, financial holding company, depositary institution or affiliate of any of them which proposes an acquisition or change or continuation of control of an insurer domiciled in this state shall give notice to the Commissioner of the proposed action no later than 60 days before the proposed action is to become effective. During this period, the Commissioner may collect, review and act upon applications and other documents or reports relating to the proposed action under his or her authority conferred by this title.

      (Added to NRS by 2001, 2228)

      NRS 692C.357  Domestic insurer under control of foreign person not relieved of obligations and liabilities; requirements for board of directors of registered domestic insurer; exception; waiver.

      1.  If a domestic insurer is under the control of a foreign person, the officers and directors of the domestic insurer are not relieved of any obligations or liabilities to which they are subject by law. The domestic insurer must be managed in a manner that ensures its separate operating identity.

      2.  The provisions of this section do not prohibit a registered domestic insurer and one or more other persons from having or sharing common management, participating as a cooperative or sharing employees, property or services in a manner authorized under NRS 692C.360.

      3.  Except as otherwise provided in subsections 6 and 7, at least one person in any quorum for the transaction of business at any meeting of the board of directors of a registered domestic insurer or any committee thereof must be a person who is not:

      (a) An officer or employee of the domestic insurer or of any entity controlling, controlled by or under common control with the domestic insurer; or

      (b) A beneficial owner of a controlling interest in the voting stock of the domestic insurer or entity.

      4.  Except as otherwise provided in subsections 6 and 7, not less than one-third of the members of the board of directors of a registered domestic insurer and not less than one-third of the members of each committee of the board of directors of any registered domestic insurer must be persons described in subsection 3.

      5.  Except as otherwise provided in subsections 6 and 7, the board of directors of a registered domestic insurer shall establish one or more committees consisting solely of persons described in subsection 3. Each committee shall:

      (a) Nominate candidates for director for election by shareholders or policyholders;

      (b) Evaluate the performance of each principal officer of the registered domestic insurer; and

      (c) Make recommendations to the board of directors concerning the selection and compensation of each of those principal officers.

      6.  The provisions of subsections 3, 4 and 5 do not apply to a registered domestic insurer if the registered domestic insurer is controlled by an entity and the board of directors of the controlling entity and the committees thereof meet the requirements of subsections 3, 4 and 5.

      7.  A registered domestic insurer may apply to the Commissioner for a waiver of the provisions of this section if the registered domestic insurer has:

      (a) Annual direct written and assumed premiums of less than $300,000,000, excluding any premiums reinsured with:

             (1) The Federal Crop Insurance Corporation of the Risk Management Agency of the United States Department of Agriculture; and

             (2) The National Flood Insurance Program of the Federal Emergency Management Agency of the United States Department of Homeland Security; or

      (b) In any other circumstances determined by the Commissioner to warrant a waiver.

      8.  In considering whether or not to grant a waiver pursuant to subsection 7, the Commissioner may consider any relevant factors, including, without limitation:

      (a) The type of business entity applying for the waiver;

      (b) The volume of business written;

      (c) The availability of persons specified in subsection 3 to serve on the board of directors; and

      (d) The ownership or organizational structure of the registered domestic insurer or controlling person thereof.

      (Added to NRS by 2013, 3358)

      NRS 692C.359  Supervisory college: Commissioner may convene or participate; composition; agreements with other regulatory agencies.

      1.  The Commissioner may, for any registered insurer who is part of an insurance holding company system with international operations, convene a supervisory college or participate in a supervisory college convened by a state, federal or international regulatory agency with authority over any insurer who is part of the insurance holding company system:

      (a) To determine whether or not the registered insurer is in compliance with the provisions of this chapter;

      (b) To assess the business strategy, financial position, legal and regulatory compliance, risk exposure, risk management and governance procedures of the registered insurer; or

      (c) As part of an examination of the registered insurer pursuant to NRS 692C.410.

      2.  In convening a supervisory college pursuant to subsection 1, the Commissioner may, without limitation:

      (a) Establish:

             (1) The membership of the supervisory college;

             (2) The functions of the supervisory college; and

             (3) The role of each regulatory agency participating in the supervisory college;

      (b) Designate a regulatory agency as supervisor of the supervisory college; and

      (c) Coordinate the activities of the supervisory college, including, without limitation:

             (1) Meetings;

             (2) Supervisory activities; and

             (3) The sharing of information among members of the supervisory college.

      3.  In convening or participating in a supervisory college pursuant to this section, the Commissioner may enter into agreements with other state, federal or international regulatory agencies concerning the governance of a supervisory college. Such an agreement must meet the confidentiality requirements of NRS 692C.420.

      4.  The provisions of this section must not be construed to:

      (a) Limit the authority of the Commissioner; or

      (b) Delegate to any supervisory college the authority of the Commissioner to regulate a registered insurer or any affiliate of a registered insurer pursuant to this title.

      5.  As used in this section, “supervisory college” means a temporary or permanent forum for communication and cooperation between regulators, including, without limitation, state, federal and international regulatory agencies which are charged with regulating and supervising an insurer.

      (Added to NRS by 2013, 3359)

      NRS 692C.360  Transactions with affiliates; regulations.

      1.  Material transactions by registered insurers with their affiliates are subject to all of the following standards:

      (a) The terms must be fair and reasonable.

      (b) Charges or fees for services performed must be reasonable.

      (c) Expenses incurred and payment received must be allocated to the insurer in conformity with customary accounting practices concerning insurance consistently applied.

      (d) The books, accounts and records of each party must be so maintained as to disclose clearly and accurately the precise nature and details of the transactions and must include any accounting information required to support the reasonableness of any charges or fees.

      (e) The insurer’s surplus as regards policyholders following any dividends or distributions to shareholder affiliates must be reasonable in relation to the insurer’s outstanding liabilities and adequate to its financial needs.

      2.  The Commissioner may adopt regulations governing agreements for sharing the cost of services or management between registered insurers and their affiliates.

      (Added to NRS by 1973, 1046; A 1995, 1776; 2013, 3367)

      NRS 692C.363  Insurer required to notify Commissioner of intent to enter into certain transactions with affiliate; approval of transactions; exceptions.

      1.  Except as otherwise provided in subsection 2, a domestic insurer shall not enter into any of the following transactions with an affiliate unless the insurer has notified the Commissioner in writing of its intention to enter into the transaction at least 30 days previously, or such shorter period as the Commissioner may permit, and the Commissioner has not disapproved it within that period:

      (a) A sale, purchase, exchange, loan or extension of credit, guaranty or investment if the transaction equals at least:

             (1) With respect to an insurer other than a life insurer, the lesser of 3 percent of the insurer’s admitted assets or 25 percent of surplus as regards policyholders; or

             (2) With respect to a life insurer, 3 percent of the insurer’s admitted assets,

Ê computed as of December 31 next preceding the transaction.

      (b) A loan or extension of credit to any person who is not an affiliate, if the insurer makes the loan or extension of credit with the agreement or understanding that the proceeds of the transaction, in whole or in substantial part, are to be used to make loans or extensions of credit to, to purchase assets of, or to make investments in, any affiliate of the insurer if the transaction equals at least:

             (1) With respect to insurers other than life insurers, the lesser of 3 percent of the insurer’s admitted assets or 25 percent of surplus as regards policyholders; or

             (2) With respect to life insurers, 3 percent of the insurer’s admitted assets,

Ê computed as of December 31 next preceding the transaction.

      (c) A pooling agreement or other agreement for reinsurance or a modification thereto in which the premium for reinsurance or a change in the insurer’s liabilities equals at least 5 percent of the insurer’s surplus as regards policyholders as of December 31 next preceding the transaction, including an agreement which requires as consideration the transfer of assets from an insurer to a nonaffiliate, if an agreement or understanding exists between the insurer and nonaffiliate that any portion of those assets will be transferred to an affiliate of the insurer.

      (d) An agreement for management, agreement to allocate taxes, contract for service, guarantee or arrangement to share costs.

      (e) A guaranty made by a domestic insurer, regardless of whether the guaranty is quantifiable as to amount, except that a guaranty that is quantifiable as to amount is not subject to the provisions of this subsection unless the guaranty exceeds the lesser of one-half of 1 percent of the admitted assets of the domestic insurer or 10 percent of its surplus as regards policyholders as of December 31 next preceding the guaranty.

      (f) Except as otherwise provided in subsection 4, a direct or indirect acquisition of or investment in a person who controls the domestic insurer or an affiliate of the domestic insurer in an amount that, when added to its present holdings, exceeds 2.5 percent of the domestic insurer’s surplus to policyholders.

      (g) A material transaction, specified by regulation, which the Commissioner determines may adversely affect the interest of the insurer’s policyholders.

      2.  A domestic insurer shall not amend or modify any agreement with an affiliate to enter into a transaction subject to the provisions of subsection 1 unless the insurer notifies the Commissioner. The notice must be given not less than 30 days before the effective date of the amendment or modification and must include, without limitation, the reasons for the amendment or modification and the financial impact, if any, of the amendment or modification on the domestic insurer. Upon receipt of a notice pursuant to this subsection, the Commissioner shall determine whether the amendment or modification is subject to the provisions of subsection 1 and notify the domestic insurer of the Commissioner’s determination within 30 days. If the Commissioner does not give such notice within 30 days after receiving the notice from the domestic insurer, the amendment or modification shall be deemed to be approved.

      3.  This section does not authorize or permit any transaction which, in the case of an insurer not an affiliate, would be contrary to law.

      4.  The provisions of paragraph (f) of subsection 1 do not apply to a direct or indirect acquisition of or investment in:

      (a) A subsidiary acquired in accordance with this section or NRS 692C.140; or

      (b) A nonsubsidiary insurance affiliate that is subject to the provisions of this chapter.

      (Added to NRS by 1995, 1773; A 2001, 2231; 2003, 3327; 2013, 3368)

      NRS 692C.367  Insurer prohibited from entering into separate transactions with affiliate with intent to avoid review; review of transactions by Commissioner; insurer to notify Commissioner of large investment in corporation.

      1.  A domestic insurer may not intentionally enter into transactions which are part of a plan or series of like transactions with affiliates if the purpose of those separate transactions is to avoid the threshold provided in NRS 692C.363 and thus avoid the review that would otherwise occur. If the Commissioner determines that such separate transactions were entered into over any 12-month period for that purpose, the Commissioner may exercise his or her authority pursuant to NRS 692C.410 to 692C.490, inclusive.

      2.  The Commissioner, in reviewing transactions pursuant to this section and NRS 692C.363, shall consider whether the transactions comply with the standards set forth in NRS 692C.360 and 692C.370 and whether the transactions may adversely affect the interests of policyholders.

      3.  A domestic insurer shall notify the Commissioner within 30 days after it makes an investment in any corporation if the total investment in that corporation by it and its affiliates exceeds 10 percent of the corporation’s voting securities.

      (Added to NRS by 1995, 1774)

      NRS 692C.370  Adequacy of surplus.  For the purposes of this chapter, in determining whether or not an insurer’s surplus as regards policyholders is reasonable in relation to the insurer’s outstanding liabilities and adequate to its financial needs, the following factors among others must be considered:

      1.  The size of the insurer as measured by its assets, capital and surplus, reserves, premium writings, operating results, insurance in force and other appropriate criteria.

      2.  The extent to which the insurer’s business is diversified among the several lines of insurance.

      3.  The number and size of risks insured in each line of business.

      4.  The extent of the geographical dispersion of the insurer’s insured risks.

      5.  The nature and extent of the insurer’s reinsurance program.

      6.  The quality, diversification and liquidity of the insurer’s investment portfolio.

      7.  The recent past and projected future trend in the size of the insurer’s surplus as regards policyholders.

      8.  The surplus as regards policyholders maintained by other comparable insurers.

      9.  The adequacy of the insurer’s reserves.

      10.  The quality and liquidity of investments in affiliates or subsidiaries made pursuant to NRS 692C.180 to 692C.250, inclusive. The Commissioner may treat any such investment as a disallowed asset for purposes of determining the adequacy of surplus as regards policyholders whenever in the judgment of the Commissioner such investment so warrants.

      11.  The quality of the insurer’s earnings and the extent to which the reported earnings of the insurer include extraordinary items. As used in this subsection, the term “extraordinary item” means a nonrecurring occurrence or event.

      (Added to NRS by 1973, 1046; A 1995, 1777; 2011, 3392)

      NRS 692C.380  Extraordinary distributions to shareholders: Definition.  For purposes of NRS 692C.360 to 692C.400, inclusive, an extraordinary dividend or distribution includes any dividend or distribution of cash or other property, whose fair market value together with that of other dividends or distributions made within the preceding 12 months exceeds the greater of:

      1.  Ten percent of the insurer’s surplus as regards policyholders as of December 31 next preceding the dividend or distribution; or

      2.  The net gain from operations of the insurer, if the insurer is a life insurer, or the net income, not including realized capital gains if the insurer is not a life insurer, for the 12-month period ending December 31 next preceding the dividend or distribution,

Ê but does not include pro rata distributions of any class of the insurer’s own securities.

      (Added to NRS by 1973, 1047; A 1995, 1777; 2003, 325)

      NRS 692C.390  Extraordinary distributions to shareholders: Notice; approval.

      1.  An insurer subject to registration under NRS 692C.260 to 692C.350, inclusive, shall not pay any extraordinary dividend or make any other extraordinary distribution to its shareholders until:

      (a) Thirty days after the Commissioner has received notice of the declaration thereof and has not within that period disapproved the payment; or

      (b) The Commissioner approves the payment within the 30-day period.

      2.  A request for approval of an extraordinary dividend or any other extraordinary distribution pursuant to subsection 1 must include:

      (a) A statement indicating the amount of the proposed dividend or distribution;

      (b) The date established for the payment of the proposed dividend or distribution;

      (c) A statement indicating whether the proposed dividend or distribution is to be paid in the form of cash or property and, if it is to be paid in the form of property, a description of the property, its cost and its fair market value together with an explanation setting forth the basis for determining its fair market value;

      (d) A copy of a work paper or other document setting forth the calculations used to determine that the proposed dividend or distribution is extraordinary, including:

             (1) The amount, date and form of payment of each regular dividend or distribution paid by the insurer, other than any distribution of a security of the insurer, within the 12 consecutive months immediately preceding the date established for the payment of the proposed dividend or distribution;

             (2) The amount of surplus, if any, as regards policyholders, including total capital and surplus, as of December 31 next preceding;

             (3) If the insurer is a life insurer, the amount of any net gains obtained from the operations of the insurer for the 12-month period ending December 31 next preceding;

             (4) If the insurer is not a life insurer, the amount of net income of the insurer less any realized capital gains for the 12-month period ending on the December 31 of the year next preceding and the two consecutive 12-month periods immediately preceding that period; and

             (5) If the insurer is not a life insurer, the amount of each dividend paid by the insurer to shareholders, other than a distribution of any securities of the insurer, during the preceding 2 calendar years;

      (e) A balance sheet and statement of income for the period beginning on the date of the last annual statement filed by the insurer with the Commissioner and ending on the last day of the month immediately preceding the month in which the insurer files the request for approval; and

      (f) A brief statement setting forth:

             (1) The effect of the proposed dividend or distribution upon the insurer’s surplus;

             (2) The reasonableness of the insurer’s surplus in relation to the insurer’s outstanding liabilities; and

             (3) The adequacy of the insurer’s surplus in relation to the insurer’s financial requirements.

      3.  In determining whether a dividend or distribution is extraordinary, an insurer other than a life insurer may carry forward net income from the previous 2 calendar years that has not already been paid out as dividends. The amount the insurer may carry forward must be computed by taking the net income from the second and third preceding calendar years, not including realized capital gains, less dividends paid in the second and immediately preceding calendar years.

      4.  Each insurer specified in subsection 1 that pays an extraordinary dividend or makes any other extraordinary distribution to its shareholders shall, within 15 days after declaring the dividend or making the distribution, report that fact to the Commissioner. The report must include the information specified in paragraph (d) of subsection 2.

      (Added to NRS by 1973, 1047; A 2003, 3328; 2013, 3369)

      NRS 692C.400  Extraordinary distributions to shareholders: Conditional declaration.  Notwithstanding any other provision of law, an insurer may declare an extraordinary dividend or distribution which is conditional upon the Commissioner’s approval thereof, and such a declaration shall confer no rights upon shareholders until:

      1.  The Commissioner has approved the payment of such dividend or distribution; or

      2.  The Commissioner has not disapproved such payment within the 30-day period referred to in NRS 692C.390.

      (Added to NRS by 1973, 1047)

      NRS 692C.402  Sources from which receiver appointed under order for liquidation or rehabilitation of insurer is authorized to recover.

      1.  If an order for liquidation or rehabilitation of a domestic insurer has been entered, the receiver appointed under the order may recover on behalf of the insurer:

      (a) From any parent corporation or holding company, or person or affiliate who otherwise controlled the insurer, the amount of distributions, other than distributions of shares of the same class of stock, paid by the insurer on its capital stock; or

      (b) Any payment in the form of a bonus, settlement on termination, or extraordinary adjustment of salary in a lump sum made by the insurer or a subsidiary to a director, officer or employee,

Ê if the distribution or payment is made at any time during the year preceding the petition for liquidation, conservation or rehabilitation, as the case may be, subject to the limitations of subsection 2 and of NRS 692C.404.

      2.  Such a distribution is not recoverable if the parent or affiliate shows that, when paid, the distribution was lawful and reasonable, and that the insurer did not know and could not reasonably have known that the distribution might adversely affect its ability to fulfill its contractual obligations.

      (Added to NRS by 1995, 1774)

      NRS 692C.404  Liability of person who controlled insurer or affiliate at time distributions were paid or declared.

      1.  A person who was a parent corporation or holding company, or a person who otherwise controlled the insurer or affiliate, at the time the distributions were paid is liable up to the amount of distributions or payments the person received. Any person who otherwise controlled the insurer at the time the distributions were declared is liable up to the amount of distributions the person would have received if they had been paid immediately. If two or more persons are liable with respect to the same distributions, they are jointly and severally liable.

      2.  The maximum amount recoverable under this section and NRS 692C.402 is the amount needed in excess of all other available assets of the impaired or insolvent insurer to pay the contractual obligations of the impaired or insolvent insurer and to reimburse any guaranty funds.

      3.  To the extent that any person liable under this section is insolvent or otherwise fails to pay claims due from it pursuant to this section, its parent corporation or holding company, or person who otherwise controlled it, at the time the distribution was paid is jointly and severally liable for any resulting deficiency in the amount recovered from the parent corporation or holding company, or person who otherwise controlled the insurer.

      (Added to NRS by 1995, 1774)

REMEDIES; PENALTIES

      NRS 692C.410  Powers of Commissioner; examination of insurer; payment of expenses.

      1.  Subject to the limitation contained in this section and in addition to the powers which the Commissioner has under NRS 679B.230 to 679B.287, inclusive, relating to the examination of insurers, the Commissioner may examine any insurer registered under NRS 692C.260 to 692C.350, inclusive, and any affiliate of the insurer to ascertain the financial condition of the insurer, including, without limitation, the enterprise risk posed to the insurer by a person controlling the insurer, any entity or combination of entities within the insurance holding company system or by the insurance holding company system. The Commissioner may order any insurer registered under NRS 692C.260 to 692C.350, inclusive, to produce any information not in the possession of the insurer if the insurer is able to obtain the information pursuant to any contractual or statutory requirement or any other method. If the insurer is unable to obtain any information requested by the Commissioner pursuant to this section, the insurer shall provide to the Commissioner a statement setting forth the reasons the insurer is unable to obtain the information and the identity of the holder of the information, if known to the insurer. Whenever it appears to the Commissioner that the detailed explanation is without merit, the Commissioner may require, after notice and hearing, the insurer to pay a penalty of $100 for each day the requested information is not produced or may suspend or revoke the license of the insurer. In the event such insurer fails to comply with such order, the Commissioner may examine such affiliates to obtain such information.

      2.  The Commissioner shall exercise his or her power under subsections 1 and 5 only if the examination of the insurer under NRS 679B.230 to 679B.287, inclusive, is inadequate or the interests of the policyholders of such insurer may be adversely affected.

      3.  The Commissioner may retain at the registered insurer’s expense such attorneys, actuaries, accountants and other experts not otherwise a part of the Commissioner’s staff as may be reasonably necessary to assist in the conduct of the examination under subsections 1 and 5. Any persons so retained shall be under the direction and control of the Commissioner and shall act in a purely advisory capacity.

      4.  Each insurer producing for examination any information pursuant to subsection 1 or any records, books and papers pursuant to subsection 5 shall be liable for and shall pay the expense of such examination in accordance with NRS 679B.290.

      5.  To carry out the provisions of this section and except as otherwise provided in subsection 2, the Commissioner may subpoena witnesses, compel their attendance, administer oaths, examine any person under oath concerning the subject of the examination and require the production of any books, papers, records, correspondence or any other documents which the Commissioner deems relevant to the examination. If any person fails to obey a subpoena or refuses to testify as to any matter relating to the subject of the examination, the Commissioner may file a written report describing the refusal and proof of service of the subpoena in any court of competent jurisdiction in the county in which the examination is being conducted, for such action as the court may determine. Failure by the person to obey an order of the court pursuant to this section is punishable as contempt of court.

      6.  A person subpoenaed under subsection 5 is entitled to witness fees and mileage as allowed for testimony in a court of record. The insurer or affiliate being examined must pay the witness fees and mileage, as well as any other expense incurred in securing the attendance of witnesses for the examination in accordance with NRS 679B.290.

      (Added to NRS by 1973, 1047; A 2013, 3370)

      NRS 692C.420  Confidentiality of disclosed information; exception.

      1.  Except as otherwise provided in NRS 239.0115, all information, documents and copies thereof obtained by or disclosed to the Commissioner or any other person in the course of an examination or investigation made pursuant to NRS 692C.410, and all information reported pursuant to NRS 692C.260 to 692C.350, inclusive, must be given confidential treatment and is not subject to subpoena and must not be made public by the Commissioner or any other person, except to insurance departments of other states, without the prior written consent of the insurer to which it pertains unless the Commissioner, after giving the insurer and its affiliates who would be affected thereby notice and an opportunity to be heard, determines that the interests of policyholders, shareholders or the public will be served by the publication thereof, in which event he or she may publish all or any part thereof in any manner as he or she may deem appropriate.

      2.  The Commissioner or any person who receives any documents, materials or other information while acting under the authority of the Commissioner must not be permitted or required to testify in a private civil action concerning any information, document or copy thereof specified in subsection 1.

      3.  The Commissioner may share or receive any information, document or copy thereof specified in subsection 1 in accordance with NRS 679B.122. The sharing or receipt of the information, document or copy pursuant to this subsection does not waive any applicable privilege or claim of confidentiality in the information, document or copy.

      (Added to NRS by 1973, 1048; A 2003, 3329; 2007, 2159)

      NRS 692C.430  Injunctive relief.  Whenever it appears to the Commissioner that any insurer or any director, officer, employee or agent thereof has committed or is about to commit a violation of this chapter or of any rule, regulation, or order issued by the Commissioner hereunder, the Commissioner may apply to the district court for the county in which the principal office of the insurer is located or if such insurer has no such office in this state, then to the First Judicial District Court in and for Carson City for an order enjoining such insurer or such director, officer, employee or agent thereof from violating or continuing to violate this chapter or any such rule, regulation or order, and for such other equitable relief as the nature of the case and the interests of the insurer’s policyholders, creditors and shareholders or the public may require.

      (Added to NRS by 1973, 1048)

      NRS 692C.440  Prohibited voting of securities.

      1.  No security which is the subject of any agreement or arrangement regarding acquisition, or which is acquired or to be acquired, in contravention of the provisions of this chapter or of any rule, regulation or order issued by the Commissioner hereunder may be voted at any shareholders’ meeting, or may be counted for quorum purposes, and any action of shareholders requiring the affirmative vote of a percentage of shares may be taken as though such securities were not issued and outstanding, but no action taken at any such meeting shall be invalidated by the voting of such securities, unless the action would materially affect control of the insurer or unless the courts of this state have so ordered.

      2.  If an insurer or the Commissioner has reason to believe that any security of the insurer has been or is about to be acquired in contravention of the provisions of this chapter or of any rule, regulation or order issued by the Commissioner hereunder the insurer or the Commissioner may apply to the First Judicial District Court in and for Carson City or to the district court for the county in which the insurer has its principal place of business to enjoin any offer, request, invitation, agreement, or acquisition made in contravention of NRS 692C.180 to 692C.250, inclusive, or any rule, regulation or order issued by the Commissioner thereunder to enjoin the voting of any security so acquired, to void any vote of such security already cast at any meeting of shareholders, and for such other equitable relief as the nature of the case and the interests of the insurer’s policyholders, creditors and shareholders or the public may require.

      (Added to NRS by 1973, 1048)

      NRS 692C.450  Sequestration of voting securities.  In any case where a person has acquired or is proposing to acquire any voting securities in violation of this chapter or any rule, regulation or order issued by the Commissioner hereunder, the First Judicial District Court in and for Carson City or the district court of the county in which the insurer has its principal place of business may, on such notice as the court deems appropriate, upon the application of the insurer or the Commissioner seize or sequester any voting securities of the insurer owned directly or indirectly by such person, and issue such orders with respect thereto as may be appropriate to effectuate the provisions of this chapter. Notwithstanding any other provisions of law, for the purposes of this chapter, the situs of the ownership of the securities of domestic insurers shall be deemed to be in this state.

      (Added to NRS by 1973, 1049)

      NRS 692C.460  Receivership.  Whenever it appears to the Commissioner that any person has committed a violation of this chapter, which so impairs the financial condition of a domestic insurer as to threaten insolvency or make the further transaction of business by it hazardous to its policyholders, creditors, shareholders or the public, the Commissioner may proceed as provided in chapter 696B of NRS to take possession of the property of such domestic insurer and to conduct the business thereof.

      (Added to NRS by 1973, 1049)

      NRS 692C.470  Suspension, revocation or refusal of license.  Whenever it appears to the Commissioner that any person has committed a violation of this chapter which makes the continued operation of an insurer contrary to the interests of policyholders or the public, the Commissioner may, after giving notice and an opportunity to be heard, determine to suspend, revoke or refuse to renew such insurer’s license or authority to do business in this state for such period as the Commissioner finds is required for the protection of policyholders or the public. Any such determination shall be accompanied by specific findings of fact and conclusions of law.

      (Added to NRS by 1973, 1049)

      NRS 692C.480  Criminal proceedings and penalties.

      1.  Whenever it appears to the Commissioner that any insurer or any director, officer, employee or agent thereof has committed a willful violation of this chapter, the Commissioner may cause criminal proceedings to be instituted in the county in which the principal office of the insurer is located or if the insurer does not have such an office in the state then in Carson City against that insurer or the responsible director, officer, employee or agent thereof.

      2.  An insurer which willfully violates this chapter shall be punished by a fine of not more than $20,000.

      3.  A natural person who willfully violates this chapter is guilty of a category D felony and shall be punished as provided in NRS 193.130.

      (Added to NRS by 1973, 1049; A 1979, 1492; 1995, 1319)

      NRS 692C.485  Penalty for violation of certain provisions by director or officer of insurance holding company system; order of Commissioner to cease and desist; order of Commissioner to rescind certain contracts.

      1.  A director or officer of an insurance holding company system who knowingly violates, or knowingly participates in or assents to a violation of, NRS 692C.350, 692C.360, 692C.363 or 692C.390, or who knowingly permits any officer or agent of the insurance holding company to engage in a transaction in violation of NRS 692C.360 or 692C.363 or to pay a dividend or make an extraordinary distribution in violation of NRS 692C.390 shall pay, after receiving notice and a hearing before the Commissioner, a fine of not more than $10,000 for each violation. In determining the amount of the fine, the Commissioner shall consider the appropriateness of the fine in relation to:

      (a) The gravity of the violation;

      (b) The history of any previous violations committed by the director or officer; and

      (c) Any other matters as justice may require.

      2.  Whenever it appears to the Commissioner that an insurer or any director, officer, employee or agent of the insurer has engaged in a transaction or entered into a contract to which the provisions of NRS 692C.363 apply and for which the insurer has not obtained the Commissioner’s approval, the Commissioner may order the insurer to cease and desist immediately from engaging in any further activity relating to the transaction or contract. In addition to issuing such an order, the Commissioner may order the insurer to rescind the contract and return each party to the contract to the position the party was in before the execution of the contract if the issuing of the order is in the best interest of:

      (a) The policyholders or creditors of the insurer; or

      (b) The members of the general public.

      (Added to NRS by 2003, 3321)

      NRS 692C.490  Judicial review.

      1.  Any person aggrieved by any act, determination, regulation, order or any other action of the Commissioner pursuant to this chapter may petition for review thereof in the district court in and for Carson City. The court shall conduct its review without a jury and by trial de novo, except that if all parties including the Commissioner so stipulate, the review shall be confined to the record. Portions of the record may be introduced by stipulation into evidence in a trial de novo as to those parties so stipulating.

      2.  The filing of an appeal pursuant to this section shall stay the application of any such regulation, order or other action of the Commissioner to the appealing party unless the court, after giving such party notice and an opportunity to be heard, determines that such a stay would be detrimental to the interests of policyholders, shareholders, creditors or the public.

      3.  Any person aggrieved by any failure of the Commissioner to act or make a determination required by this chapter, may petition the district court in and for Carson City for a writ of mandamus directing the Commissioner to act or make such determination forthwith.

      (Added to NRS by 1973, 1050; A 1977, 100)