Ga. Comp. R. & Regs. R. 120-2-60-.03 - Definitions
(1) "Accountant" or
"independent certified public accountant" means an independent certified public
accountant or accounting firm in good standing with the American Institute of
Certified Public Accountants (AICPA) and in all states in which they are
licensed to practice; for Canadian and British companies, it means a
Canadian-chartered or British-chartered accountant.
(2) An "affiliate" of, or person "affiliated"
with, a specific person, is a person that directly, or indirectly through one
or more intermediaries, controls, or is controlled by, or is under common
control with, the person specified.
(3) "Audit committee" means a committee (or
equivalent body) established by the board of directors of an entity for the
purpose of overseeing the accounting and financial reporting processes of an
insurer or Group of insurers, the internal audit function of an insurer or
group of insurers (if applicable), and external audits of financial statements
of the insurer or Group of insurers. The Audit committee of any entity that
controls a Group of insurers may be deemed to be the Audit committee for one or
more of these controlled insurers solely for the purposes of this regulation at
the election of the controlling person. Refer to
120-2-60-.14(5)
for exercising this election. If an Audit committee is not designated by the
insurer, the insurer's entire board of directors shall constitute the Audit
committee.
(4) "Audited financial
report" means and includes those items specified in
120-2-60-.05 of this
rule.
(5) "Indemnification" means
an agreement of indemnity or release from liability where the intent or effect
is to shift or limit in any manner the potential liability of the person or
firm for failure to adhere to applicable auditing or professional standards,
whether or not resulting in part from knowing or other misrepresentations made
by the insurer or its representatives.
(6) "Independent board member" has the same
meaning as described in
120-2-60-.14(3).
(7) "Insurer" means a licensed insurer as
defined in Section
33-3-2(a) of the
Georgia Insurance Code.
(8) "Group
of insurers" means those licensed insurers included in the reporting
requirements of Section
33-13-4 of the Georgia Insurance
Code, or a set of insurers as identified by management, for the purpose of
assessing the effectiveness of Internal control over financial
reporting.
(9) "Internal audit
function" means a person or persons that provide independent, objective and
reasonable assurance designed to add value and improve an organization's
operations and accomplish its objectives by bringing a systematic, disciplined
approach to evaluate and improve the effectiveness of risk management, control
and governance processes.
(10)
"Internal control over financial reporting" means a process effected by an
entity's board of directors, management and other personnel designed to provide
reasonable assurance regarding the reliability of the financial statements,
i.e., those items specified in
120-2-60-.05(2)(b) -
(g) of this regulation and includes those
policies and procedures that:
(a) Pertain to
the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of assets;
(b) Provide reasonable assurance that
transactions are recorded as necessary to permit preparation of the financial
statements, i.e., those items specified in
120-2-60-.05(2)(b) -
(g) of this regulation and that receipts and
expenditures are being made only in accordance with authorizations of
management and directors; and
(c)
Provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of assets that could have a
material effect on the financial statements, i.e., those items specified in
120-2-60-.05(2)(b) -
(g) of this regulation.
(11) "SEC" means the United States Securities
and Exchange Commission.
(12)
"Section 404" means Section 404 of the Sarbanes-Oxley Act of 2002 and the SEC's
rules and regulations promulgated thereunder.
(13) "Section 404 Report" means management's
report on "internal control over financial reporting" as defined by the SEC and
the related attestation report of the independent certified public accountant
as defined in
120-2-60-.03(1).
(14) "SOX Compliant Entity" means an entity
that either is required to be compliant with, or voluntarily is compliant with,
all of the following provisions of the Sarbanes-Oxley Act of 2002: (i) the
preapproval requirements of Section 201 (Section 10A(i) of the Securities
Exchange Act of 1934); (ii) the Audit committee independence requirements of
Section 301 (Section 10A(m)(3) of the Securities Exchange Act of 1934); and
(iii) the Internal control over financial reporting requirements of Section 404
(Item 308 of SEC Regulation S-K).
Notes
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