§ 26-3-302 — Definitions

(a) As used in this article:
(i) "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 and in all states in which they are
licensed to practice. For Canadian and British companies, the
terms mean a Canadian-chartered or British-chartered accountant;
(ii) "Audited financial report" means and includes
those items specified in W.S. 26-3-304;
(iii) "Indemnification" means an agreement of
indemnity or a 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;
(iv) "Insurer" means as defined in W.S.
26-1-102(a)(xvi);
(v) "Affiliate of" or "affiliated with" a specific
person means a person that directly, or indirectly through one
(1) or more intermediaries, controls or is controlled by or is
under common control with the person specified;
(vi) "Audit committee" means a committee 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 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 (1) or more of these
controlled insurers solely for the purposes of this regulation
at the election of the controlling person. If an audit
committee is not designated by the insurer, the insurer's entire
board of directors shall constitute the audit committee;
(vii) "Independent board member" means as defined in
W.S. 26-3-315(d);
(viii) "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
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 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 affect on
the financial statements.
(ix) "Group of insurers" means those licensed
insurers included in the reporting requirements of W.S.
26-44-101 through 26-44-117 or a set of insurers as identified
by management, for the purpose of assessing the effectiveness of
internal control over financial reporting;
(x) "SEC" means the United States Securities and
Exchange Commission;
(xi) "Section 404" means section 404 of the Sarbanes-
Oxley Act of 2002 or subsequently enacted similar federal law
and the SEC's rules and regulations promulgated thereunder;
(xii) "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;
(xiii) "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 or similar provisions of subsequently enacted
similar federal law:
(A) The preapproval requirements of Section 201;
(B) The audit committee independence
requirements of Section 301; and
(C) The internal control over financial
reporting requirements of Section 404.
(xiv) "Internal audit function" means a person who
provides independent oversight designed to improve an
organization's operations and who accomplishes this oversight by
using an objective approach to evaluate and improve risk
management, control and corporate governance.