382.010. Definitions.

MISSOURI STATUTES AND CODES

Definitions.

382.010. As used in sections 382.010 to 382.300, the following words andterms have the meanings indicated unless the context clearly requiresotherwise:

(1) 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 personspecified;

(2) The term "control", including the terms "controlling", "controlledby" and "under common control with", means the possession, direct or indirect,of the power to direct or cause the direction of the management and policiesof a person, whether through the ownership of voting securities, by contractother than a commercial contract for goods or nonmanagement services, orotherwise, unless the power is the result of an official position with orcorporate office held by the person. Control shall be presumed to exist ifany person, directly or indirectly, owns, controls, holds with power to vote,or holds proxies representing, ten percent or more of the voting securities ofany other person. This presumption may be rebutted by a showing made in themanner provided by section 382.170 that control does not exist in fact. Thedirector may determine, after furnishing all persons in interest notice andopportunity to be heard and making specific findings of fact to support suchdetermination, that control exists in fact, notwithstanding the absence of apresumption to that effect;

(3) The term "director" means the director of the department ofinsurance, financial institutions and professional registration, his deputies,or the department of insurance, financial institutions and professionalregistration, as appropriate;

(4) An "insurance holding company system" consists of two or moreaffiliated persons, one or more of which is an insurer;

(5) The term "insurer" means an insurance company as defined in section375.012, RSMo, including a reciprocal or interinsurance exchange, and which isqualified and licensed by the department of insurance, financial institutionsand professional registration of Missouri to transact the business ofinsurance in this state; but it shall not include any company organized anddoing business under chapters 377, 378 or 380, RSMo;

(6) A "person" is an individual, corporation, partnership, association,joint stock company, business trust, unincorporated organization, or anysimilar entity, or any combination of the foregoing acting in concert, but isnot any securities broker performing no more than the usual and customarybroker's function;

(7) A "securityholder" of a specified person is one who owns anysecurity of that person, including common stock, preferred stock, debtobligations, and any other security convertible into or evidencing the rightto acquire any of the foregoing;

(8) A "subsidiary" of a specified person is an affiliate controlled bythat person directly, or indirectly through one or more intermediaries;

(9) The term "voting security" includes any security convertible into orevidencing a right to acquire a voting security.