By Dutton, et al.                                      H.B. No. 909

         Substitute the following for H.B. No. 909:

         By Van de Putte                                    C.S.H.B. No. 909

                                A BILL TO BE ENTITLED

 1-1                                   AN ACT

 1-2     relating to amending certain provisions of the Insurance Code,

 1-3     concerning authorized investments of insurers, specifically,

 1-4     Articles 2.10, 3.33 and 21.39-B.

 1-5           BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS:

 1-6           SECTION 1.  Section 2, Article 3.33, Insurance Code amended

 1-7     to read as follows:

 1-8           Sec. 2.  Purpose.  The purpose of this article is to protect

 1-9     and further the interests of insureds, insurers, creditors, and the

1-10     public by providing standards for the development and

1-11     administration of plans for the investment of the assets of

1-12     insurers.  [Such plans should seek a reasonable relationship of

1-13     liabilities and assets as to term and nature.]

1-14           SECTION 2.  Section 3, Article 3.33, Insurance Code, is

1-15     amended to read as follows:

1-16           Sec. 3.  Insurers' Investment Plans.  (a)  The board of

1-17     directors of each insurer or corresponding authority designated by

1-18     the charter, bylaws, or plan of operations of an insurer which has

1-19     no board of directors shall:

1-20                 (1)  adopt a written investment plan consistent with

1-21     the provisions of this article which:

1-22                       (A)  specifies the diversification of the

1-23     insurer's investments, so as to reduce the risk of large losses,

1-24     by:

 2-1                             (i)  broad categories (such as bonds and

 2-2     real estate loans),

 2-3                             (ii)  kinds (such as obligations of

 2-4     governments, or business entities, mortgage-backed securities, and

 2-5     real estate loans on office, retail, industrial or residential

 2-6     properties),

 2-7                             (iii)  quality,

 2-8                             (iv)  maturity,

 2-9                             (v)  industry, and

2-10                             (vi)  geographical areas (as to both

2-11     domestic and foreign investments);

2-12                       (B)  balances safety of principal with yield and

2-13     growth;

2-14                       (C)  seeks a reasonable relationship of assets

2-15     and liabilities as to term and nature;

2-16                       (D)  is appropriate considering the capital and

2-17     surplus and the business conducted by the insurer;

2-18                 [(1)  adopt a written investment plan consistent with

2-19     the provision of this article which specifies quality, maturity,

2-20     and diversification of investments and is appropriate for the

2-21     business conducted by the insurer and its capital and surplus;]

2-22                 (2)  at least annually, review the adequacy of such

2-23     investment plan and the implementation thereof.

2-24           (b)  The insurer shall maintain the investment plan in its

2-25     principal office and shall provide same to the commissioner or his

2-26     designee upon request, and such plans shall be maintained as a

2-27     privileged and confidential document by the Commissioner of

 3-1     Insurance or his designee and it shall not be subject to public

 3-2     disclosure.  The insurer shall maintain investment records covering

 3-3     each transaction.  [Such investment records shall contain a

 3-4     reference to the subsection of this article and, if appropriate,

 3-5     other provision of law that authorizes the investment.]  At all

 3-6     times, the insurer shall be able to demonstrate that its

 3-7     investments are within the limitations prescribed in this article.

 3-8           SECTION 3.  Section 4, Article 3.33, Insurance Code, is

 3-9     amended to read as follows:

3-10           Sec. 4.  Authorized Investments and Transactions [Loans].

3-11     Subject to the limitations and restrictions herein contained and,

3-12     unless otherwise specified, based upon the insurer's capital,

3-13     surplus and admitted assets as reported in the most recently filed

3-14     statutory financial statement, the investments and transactions

3-15     [loans] described in the following subsections, and in Article

3-16     21.49-1 Section 6, and none other, are authorized for the insurers

3-17     subject hereto:

3-18           (a)  United States Government Bonds.  Bonds, evidences of

3-19     indebtedness or obligations of the United States of America, or

3-20     bonds, evidences of indebtedness or obligations guaranteed as to

3-21     principal and interest by the full faith and credit of the United

3-22     States of America, and bonds, evidences of indebtedness, or

3-23     obligations of agencies and instrumentalities of the government of

3-24     the United States of America;

3-25           (b)  Other Governmental Bonds.  Bonds, evidences of

3-26     indebtedness or obligations of governmental units in the United

3-27     States, Canada, or any province or city of Canada, and of the

 4-1     instrumentalities of such governmental units; provided:

 4-2                 (1)  such governmental unit or instrumentality is not

 4-3     in default in the payment of principal or interest in any of its

 4-4     obligations; and

 4-5                 (2)  investments in the obligations of any one

 4-6     governmental unit or instrumentality may not exceed 20 percent of

 4-7     the insurer's capital and surplus;

 4-8           (c)  Obligations of Business Entities.  Obligations,

 4-9     including bonds or evidences of indebtedness, or participations in

4-10     those bonds or evidences of indebtedness, or asset-backed

4-11     securities, that are issued, assumed, guaranteed, or insured by any

4-12     business entity, including a sole proprietorship, a corporation, an

4-13     association, a general or limited partnership, a limited liability

4-14     company, a joint-stock company, a joint venture, a trust, or any

4-15     other form of business organization, whether for-profit or

4-16     not-for-profit, that is organized under the laws of the United

4-17     States, another state, Canada, or any state, district, province, or

4-18     territory of Canada, subject to all conditions set forth below:

4-19                 (1)  an insurer may acquire obligations or counterparty

4-20     exposure amounts, as defined in Subsection (u), in any one business

4-21     entity rated [one or two] by the Securities Valuation Office of the

4-22     National Association of Insurance Commissioners, but not to exceed

4-23     20 percent of the insurer's statutory capital and surplus [as

4-24     reported in the most recent annual statement filed with the

4-25     department];

4-26                 (2)  an insurer shall not acquire an obligation,

4-27     counterparty exposure amount or preferred stock of any business

 5-1     entity, if after giving effect to the investment:

 5-2                       (A)  the aggregate amount of such investments

 5-3     then held by the insurer that are rated 3, 4, 5 or 6 by the

 5-4     Securities Valuation Office of the National Association of

 5-5     Insurance Commissioners would exceed 20 percent of its assets;

 5-6                       (B)  the aggregate amount of such investments

 5-7     then held by the insurer that are rated 4, 5, or 6 by the

 5-8     Securities Valuation Office would exceed 10 percent of its assets;

 5-9                       (C)  the aggregate amount of such investments

5-10     then held by the insurer that are rated 5 or 6 by the Securities

5-11     Valuation Office would exceed 3 percent of its assets; or

5-12                       (D)  the aggregate amount of such investments

5-13     then held by the insurer that are rated 6 by the Securities

5-14     Valuation Office would exceed 1 percent of its assets.

5-15                 If an insurer attains or exceeds the limit of any one

5-16     rating category referred to in this subsection, the insurer shall

5-17     not be precluded from acquiring investments in other rating

5-18     categories subject to the specific and multiple category limits

5-19     applicable to those investments; [an insurer may acquire

5-20     obligations rated three or lower by the Securities Valuation Office

5-21     if, after giving effect to such an acquisition, the aggregate

5-22     amount of all obligations rated three or lower then held by the

5-23     domestic insurer does not exceed 20 percent of its admitted assets.

5-24     Not more than 10 percent of the admitted assets of that insurer may

5-25     consist of obligations rated four, five, or six by the Securities

5-26     Valuation Office.  Not more than three percent of the admitted

5-27     assets of that insurer may consist of obligations rated five or six

 6-1     by the Securities Valuation Office.  Not more than one percent of

 6-2     the admitted assets of that insurer may consist of obligations

 6-3     rated six by the Securities Valuation Office.  Attaining or

 6-4     exceeding the limit in any one category does not preclude an

 6-5     insurer from acquiring obligations in other categories, subject to

 6-6     the specific and multi-category limits;]

 6-7                 [(3)  an insurer may not invest more than an aggregate

 6-8     of one percent of its admitted assets in obligations rated three by

 6-9     the Securities Valuation Office that are issued, assumed,

6-10     guaranteed, or insured by any one business entity, or more than

6-11     one-half percent of its admitted assets in obligations rated four,

6-12     five, or six by the Securities Valuation Office that are issued,

6-13     assumed, guaranteed, or insured by any one business entity.  An

6-14     insurer may not invest more than one percent of its admitted assets

6-15     in any obligations rated three, four, five, or six by the

6-16     Securities Valuation Office that are issued, assumed, guaranteed,

6-17     or insured by any one business entity;]

6-18                 (3) [(4)]  notwithstanding the foregoing, an insurer

6-19     may acquire an obligation of a business entity in which the insurer

6-20     already holds [has] one or more obligations if the obligation is

6-21     acquired in order to protect an investment previously made in that

6-22     business entity, but [.  Such acquired] obligations so acquired may

6-23     not exceed one-half percent of the insurer's [admitted] assets; and

6-24                 (4) [(5)]  this subsection does not prohibit an insurer

6-25     from acquiring an obligation as a result of a restructuring of an

6-26     already held obligation or preferred stock that is rated [three or

6-27     lower] 3, 4, 5 or 6 by the Securities Valuation Office;

 7-1           (d)  International Market.  Bonds issued, assumed, or

 7-2     guaranteed by the Interamerican Development Bank, the International

 7-3     Bank for Reconstruction and Development (the World Bank), the Asian

 7-4     Development Bank, the State of Israel, the African Development

 7-5     Bank, and the International Finance Corporation; provided:

 7-6                 (1)  investments in the bonds of any one of the

 7-7     entities specified above may not exceed 20 percent of the insurer's

 7-8     capital and surplus; and

 7-9                 (2)  the aggregate of all investments made under this

7-10     subsection may not exceed 20 percent of the insurer's assets;

7-11           (e)  Policy Loans.  Loans upon the security of the insurer's

7-12     own policies not in excess of the amount of the reserve values

7-13     thereof;

7-14           (f)  Time and Savings Deposits.  Any type or form of savings

7-15     deposits, time deposits, certificates of deposit, NOW accounts, and

7-16     money market accounts in solvent banks, savings and loan

7-17     associations, and credit unions and branches thereof, organized

7-18     under the laws of the United States of America or its states, when

7-19     made in accordance with the laws or regulations applicable to such

7-20     entities; provided the amount of the deposits in any one bank,

7-21     savings and loan association, or credit union will not exceed the

7-22     greater of:

7-23                 (1)  20 [twenty] percent of the insurer's capital and

7-24     surplus;

7-25                 (2)  the amount of federal or state deposit insurance

7-26     coverage pertaining to such deposit; or

7-27                 (3)  10 [ten] percent of the amount of capital,

 8-1     surplus, and undivided profits of the entity receiving such

 8-2     deposits;

 8-3           (g)  Insurer Investment Pools.  For the purposes of this

 8-4     subsection (g), the following definition shall apply:

 8-5                       (A)  "Affiliate" means, as to any person, another

 8-6     person that, directly or indirectly through one or more

 8-7     intermediaries, controls, is controlled by, or is under common

 8-8     control with the person;

 8-9                 (1)  an insurer may acquire investments in investment

8-10     pools that:

8-11                       (A)  Invest only in:

8-12                             (i)  obligations that are rated 1 or 2 by

8-13     the Securities Valuation Office or have an equivalent of an

8-14     Securities Valuation Office 1 or 2 rating (or, in the absence of a

8-15     1 or 2 rating or equivalent rating, the issuer has outstanding

8-16     obligations with an Securities Valuation Office 1 or 2 or

8-17     equivalent rating) by a nationally recognized statistical rating

8-18     organization recognized by the Securities Valuation Office and

8-19     have:

8-20                                            (a)  a remaining maturity of

8-21     397 days or less or a put that entitles the holder to receive the

8-22     principal amount of the obligation which put may be exercised

8-23     through maturity at specified intervals not exceeding 397 days; or

8-24                                            (b)  a remaining maturity of

8-25     three years or less and a floating interest rate that resets no

8-26     less frequently than quarterly on the basis of a current short-term

8-27     index (federal funds, prime rate, treasury bills, London InterBank

 9-1     Offered Rate (LIBOR) or commercial paper) and is subject to no

 9-2     maximum limit, if the obligations do not have an interest rate that

 9-3     varies inversely to market interest rate changes;

 9-4                             (ii)  securities lending, repurchase and

 9-5     reverse repurchase transactions that meet the requirements of

 9-6     subsection (q) and any applicable regulations of the department; or

 9-7                             (iii)  money market mutual funds as

 9-8     authorized in subsection (s);

 9-9                             provided that this short-term investment

9-10     pool shall not acquire investments in any one business entity that

9-11     exceed 10 percent of the total assets of the investment pool;

9-12                       (B)  invest only in investments which an insurer

9-13     may acquire under this article, if the insurer's proportionate

9-14     interest in the amount invested in these investments does not

9-15     exceed the applicable limits of this article, and the aggregate

9-16     amount of all investments in such other investment pools may not

9-17     exceed 25 percent of the insurer's assets.

9-18                 (2)  An insurer shall not acquire an investment in an

9-19     investment pool under this subsection if after giving effect to the

9-20     investment, the aggregate amount of investments in all investment

9-21     pools then held by the insurer would exceed 35 percent of its

9-22     assets.

9-23                 (3)  For an investment in an investment pool to be

9-24     qualified under this article, the investment pool shall not:

9-25                       (A)  acquire securities issued, assumed,

9-26     guaranteed or insured by the insurer or an affiliate of the

9-27     insurer;

 10-1                      (B)  borrow or incur any indebtedness for

 10-2    borrowed money, except for securities lending and reverse

 10-3    repurchase transactions.

 10-4                (4)  For an investment pool to be qualified under this

 10-5    article:

 10-6                      (A)  the manager of the investment pool shall:

 10-7                            (i)  be organized under the laws of the

 10-8    United States or a state and designated as the pool manager in a

 10-9    pooling agreement;

10-10                            (ii)  be the insurer, an affiliated

10-11    insurer, a business entity affiliated with the insurer, a custodian

10-12    bank, a business entity registered under the Investment Advisors

10-13    Act of 1940 (15 U.S.C. Sections 80a-1 et seq.), as amended or, in

10-14    the case of a reciprocal insurer or interinsurance exchange, its

10-15    attorney-in-fact, or in the case of a United States branch of an

10-16    alien insurer, its United States manager or affiliates or

10-17    subsidiaries of its United States manager;

10-18                      (B)  the pool manager or an entity designated by

10-19    the pool manager of the type set forth in (4)(A)(ii) shall maintain

10-20    detailed accounting records setting forth:

10-21                            (i)  the cash receipts and disbursements

10-22    reflecting each participant's proportionate investment in the

10-23    investment pool;

10-24                            (ii)  a complete description of all

10-25    underlying assets of the investment pool (including amount,

10-26    interest rate, maturity date (if any) and other appropriate

10-27    designations); and

 11-1                            (iii)  other records which, on a daily

 11-2    basis, allow third parties to verify each participant's investments

 11-3    in the investment pool;

 11-4                      (C)  the assets of the investment pool shall be

 11-5    held in one or more accounts, in the name or on behalf of the

 11-6    investment pool, either (i) under a custody agreement or trust

 11-7    agreement with a custodian bank or (ii)  at the principal office of

 11-8    the pool manager.  The applicable agreement shall:

 11-9                            (i)  state and recognize the claims and

11-10    rights of each participant;

11-11                            (ii)  acknowledge that the underlying

11-12    assets of the investment pool are held solely for the benefit of

11-13    each participant in proportion to the aggregate amount of its

11-14    investments in the investment pool; and

11-15                            (iii)  contain an agreement that the

11-16    underlying assets of the investment pool shall not be commingled

11-17    with the general assets of the custodian bank or any other person.

11-18                (5)  The pooling agreement for each investment pool

11-19    shall be in writing and shall provide that:

11-20                      (A)  the insurer, its subsidiaries, affiliates

11-21    or, in the case of a United States branch of an alien insurer,

11-22    affiliates or subsidiaries of its United States manager, and any

11-23    unaffiliated insurer shall, at all times, hold 100 percent of the

11-24    interests in the investment pool;

11-25                      (B)  the underlying assets of the investment pool

11-26    shall not be commingled with the general assets of the pool manager

11-27    or any other person;

 12-1                      (C)  in proportion to the aggregate amount of

 12-2    each pool participant's interest in the investment pool:

 12-3                            (i)  each participant owns an undivided

 12-4    interest in the underlying assets or the investment pool; and

 12-5                            (ii)  the underlying assets of the

 12-6    investment pool are held solely for the benefit of each

 12-7    participant;

 12-8                      (D)  a participant, or in the event of the

 12-9    participant's insolvency, bankruptcy, or receivership, its trustee,

12-10    receiver, conservator or other successor-in-interest, may withdraw

12-11    all or any portion of its investment from the investment pool under

12-12    the terms of the pooling agreement;

12-13                      (E)  withdrawals may be made on demand without

12-14    penalty or other assessment on any business day, but settlement of

12-15    funds shall occur within a reasonable and customary period

12-16    thereafter provided:  (i)  in the case of publicly traded

12-17    securities, settlement shall not exceed five business days, and

12-18    (ii)  in the case of all other securities and investments,

12-19    settlement shall not exceed ten business days.  Distributions under

12-20    this paragraph shall be calculated in each case net of all then

12-21    applicable fees and expenses of the  investment pool.  The pooling

12-22    agreement shall provide that the pool manager shall distribute to a

12-23    participant, at the discretion of the pool manager:

12-24                            (i)  in cash, the then fair market value of

12-25    the participant's pro rata share of each underlying asset of the

12-26    investment pool;

12-27                            (ii)  in kind, a pro rata share of each

 13-1    underlying asset; or

 13-2                            (iii)  in a combination of cash and in kind

 13-3    distributions, a pro rata share in each underlying asset; and

 13-4                      (F)  the pool manager shall make the records of

 13-5    the  investment pool  available for inspection by the commissioner.

 13-6                (6)  An investment in an investment pool shall not be

 13-7    deemed to be an affiliate transaction under article 21.49-1 Section

 13-8    4 of this Code; however each pooling agreement shall be subject to

 13-9    the standards of Article 21.49-1 4(a) and the reporting

13-10    requirements of Article 21.49-1 Section 3(b) of this Code.

13-11          [Equipment Trusts.  Equipment trust obligations or

13-12    certificates; provided:]

13-13                [(1)  any such obligation or certificate is secured by

13-14    an interest in transportation equipment that is in whole or in part

13-15    within the United States of America;]

13-16                [(2)  the obligation or certificate provides a right to

13-17    receive determined portions of rental, purchase, or other fixed

13-18    obligatory payments for the use or purchase of the transportation

13-19    equipment;]

13-20                [(3)  the obligation is classified as an obligation of a

13-21    business entity and is subject to the limitations on obligations of

13-22    business entities set forth in Subsection (c) of this section; and]

13-23                [(4)  the aggregate of all investments made under this

13-24    subsection may not exceed 10 percent of the insurer's assets];

13-25          (h)  Equity Interests.  Equity interests including common

13-26    stock, equity investment in an investment company (other than a

13-27    money market mutual fund as defined in Subsection (s) of this

 14-1    section), real estate investment trust, limited partnership

 14-2    interests, warrants or other rights to acquire equity interests

 14-3    that are created by the person that owns or would issue the equity

 14-4    to be acquired, and equity interests in any business entity that is

 14-5    organized under the laws of the United States, any of its states,

 14-6    Canada or any province or territory of Canada provided:

 14-7                (1)  if no market value from a generally recognized

 14-8    source is available for the equity interest, the business entity or

 14-9    other investment shall be subject to an annual audit by an

14-10    independent certified public accountant or subject to another

14-11    method of valuation acceptable to the commissioner; and

14-12                (2)  an insurer shall not be permitted to invest in a

14-13    partnership, as a general partner, except through an investment

14-14    subsidiary;

14-15                (3)  such investments in any one business entity other

14-16    than a money market fund defined in Subsection (s) may not exceed

14-17    15 percent of the insurer's capital and surplus;

14-18                (4)  the aggregate amount of all investments made under

14-19    this subsection may not exceed 25 percent of the insurer's assets.

14-20                For purposes of this subsection, a business entity

14-21    shall mean a real estate investment trust, corporation, limited

14-22    liability company, association, limited partnership, joint venture,

14-23    mutual fund, trust, joint tenancy or other similar form of business

14-24    organization, whether organized for profit or not-for-profit.

14-25          [Common Stock.  Common stock of any corporation organized

14-26    under the laws of the United States of America or any of its

14-27    states, shares of mutual funds doing business under the Investment

 15-1    Company Act of 1940 (15 U.S.C.  Section 80a-1 et seq.), other than

 15-2    money market funds as defined in Subsection (s) of this section,

 15-3    and shares in real estate investment trusts as defined in the

 15-4    Internal Revenue Code of 1954 (26 U.S.C. Section 856); provided:]

 15-5                [(1)  any such corporation, other than a mutual fund,

 15-6    must be solvent with at least $1,000,000 net worth as of the date

 15-7    of its latest annual or more recent certified audited financial

 15-8    statement or will have at least $1,000,000 of net worth after

 15-9    completion of a securities offering which is being subscribed to by

15-10    the insurer;]

15-11                [(2)  mutual funds, other than money market funds as

15-12    defined in Subsection (s) of this section, and real estate

15-13    investment trusts must be solvent with at least $1,000,000 of net

15-14    assets as of the date of its latest annual or more recent certified

15-15    audited financial statement;]

15-16                [(3)  investments in any one corporation, mutual fund,

15-17    other than a money market fund as defined in Subsection (s) of this

15-18    section, or real estate investment trust may not exceed 15 percent

15-19    of the insurer's capital and surplus; and]

15-20                [(4)  the aggregate of all investments made under this

15-21    subsection may not exceed 25 percent of the insurer's assets;]

15-22          (i)  Preferred Stock.  Preferred stock of business entities

15-23    as described in Subsection (c) of this section [corporations

15-24    organized under the laws of the United States of America or any of

15-25    its states]; provided:

15-26                (1)  investments in the preferred stock of any one

15-27    business entity will not exceed 20 percent of the insurer's capital

 16-1    and surplus;

 16-2                (2)  the preferred stock is rated by the Securities

 16-3    Valuation Office, and the aggregate investment in preferred stock

 16-4    rated 3, 4, 5, or 6, when added to the investments under Subsection

 16-5    (c)(2) do not result in the combined total of such investments

 16-6    exceeding the limitations specified in Subsection (c)(2);

 16-7                [(1)  such corporation must be solvent with at least

 16-8    $1,000,000 of net worth as of the date of its latest annual or more

 16-9    recent certified audited financial statement or will have at least

16-10    $1,000,000 of net worth after completion of a security offering

16-11    which is being subscribed to by the insurer;]

16-12                [(2)  investments in the preferred stock of any one

16-13    corporation will not exceed 20 percent of the insurer's capital and

16-14    surplus;]

16-15                (3)  in the aggregate not more than 10 percent of the

16-16    insurer's assets may be invested in preferred stock, the redemption

16-17    and retirement of which is not provided for by a sinking fund

16-18    meeting the standards established by the National Association of

16-19    Insurance Commissioners [to value the preferred stock at cost]; and

16-20                (4)  the aggregate of all investments made under this

16-21    subsection may not exceed 40 percent of the insurer's assets;

16-22          (j)  Collateral Loans.  Collateral loans secured by a first

16-23    lien upon or a valid and perfected first security interest in an

16-24    asset; provided:

16-25                (1)  the amount of any such collateral loan will not

16-26    exceed 80 percent of the value of the collateral asset at any time

16-27    during the duration of the loan; and

 17-1                (2)  the asset used as collateral would be authorized

 17-2    for direct investment by the insurer under other provisions of this

 17-3    Section 4, except real property in Subsection (l);

 17-4          (k)  Real Estate Loans.  Notes, evidences of indebtedness, or

 17-5    participation therein secured by a valid first lien upon real

 17-6    property or leasehold estate therein located in the United States

 17-7    of America; provided:

 17-8                (1)  the amount of any such obligation secured by a

 17-9    first lien upon real property or leasehold estate therein shall not

17-10    exceed 90 percent of the value of such real property or leasehold

17-11    estate therein, but the amount of such obligation:

17-12                      (A)  may exceed 90 percent but shall not exceed

17-13    100 percent of the value of such real property or leasehold estate

17-14    therein if the insurer or one or more wholly owned subsidiaries of

17-15    the insurer owns in the aggregate a 10 percent or greater equity

17-16    interest in such real property or leasehold estate therein;

17-17                      (B)  may be 95 percent of the value of such real

17-18    property or leasehold estate therein if it contains only a dwelling

17-19    designed exclusively for occupancy by not more than four families

17-20    for residential purposes, and the portion of the unpaid balance of

17-21    such obligation which is in excess of an amount equal to 90 percent

17-22    of such value is guaranteed or insured by a mortgage insurance

17-23    company qualified to do business in the State of Texas; or

17-24                      (C)  may be greater than 90 percent of the value

17-25    of such real property or leasehold estate therein to the extent the

17-26    obligation is insured or guaranteed by the United States of

17-27    America, the Federal Housing Administration pursuant to the

 18-1    National Housing Act of 1934, as amended (12 U.S.C. Section 1701 et

 18-2    seq.), or the State of Texas; and

 18-3                (2)  the term of an obligation secured by a first lien

 18-4    upon a leasehold estate in real property shall not exceed a period

 18-5    equal to four-fifths of the then unexpired term of such leasehold

 18-6    estate; provided the unexpired term of the leasehold estate must

 18-7    extend at least 10 years beyond the term of the obligation, and

 18-8    each obligation shall be payable in an installment or installments

 18-9    of sufficient amount or amounts so that at any time after the

18-10    expiration of two-thirds of the original loan term, the principal

18-11    balance will be no greater than the principal balance would have

18-12    been if the loan had been amortized over the original loan term in

18-13    equal monthly, quarterly, semiannual, or annual payments of

18-14    principal and interest, it being required that under any method of

18-15    repayment such obligation will fully amortize during a period of

18-16    time not exceeding four-fifths of the then unexpired term of the

18-17    security leasehold estate; and

18-18                (3)  if any part of the value of buildings is to be

18-19    included in the value of such real property or leasehold estate

18-20    therein to secure the obligations provided for in this subsection,

18-21    such buildings shall be covered by adequate property insurance,

18-22    including but not limited to fire and extended coverage insurance

18-23    issued by a company authorized to transact business in the State of

18-24    Texas or by a company recognized as acceptable for such purpose by

18-25    the insurance regulatory official of the state in which such real

18-26    estate is located, and the amount of insurance granted in the

18-27    policy or policies shall be not less than the unpaid balance of the

 19-1    obligation or the insurable value of such buildings, whichever is

 19-2    the lesser; the loss clause shall be payable to the insurer as its

 19-3    interest may appear; and

 19-4                (4)  to the extent any note, evidence of indebtedness,

 19-5    or participation therein under this subsection represents an equity

 19-6    interest in the underlying real property, the value of such equity

 19-7    interest shall be determined at the time of execution of such note,

 19-8    evidence of indebtedness, or participation therein and that portion

 19-9    shall be designated as an investment subject to the provisions of

19-10    Subsection (l)(2) of this section; and

19-11                (5)  the amount of any one such obligation may not

19-12    exceed 25 percent of the insurer's capital and surplus; and

19-13                (6)  a first lien on real property may be purchased

19-14    after its origination if the first lien is insured by a mortgagee's

19-15    title policy issued to the original mortgagee that contains a

19-16    provision that inures the policy to the use and benefit of the

19-17    owners of the evidence of debt indicated in the policy and to any

19-18    subsequent owners of that evidence of debt, and if the insurer

19-19    maintains evidence of assignments or other transfers of the first

19-20    lien on real property to the insurer.  An assignment or other

19-21    transfer to the insurer, duly recorded in the county in which the

19-22    real property is located, shall be presumed to create legal

19-23    ownership of the first lien by the insurer;

19-24          (l)  Real Estate.  Real property fee simple or leasehold

19-25    estates located within the United States of America, as follows:

19-26                (1)  home and branch office real property or

19-27    participation therein, which must be materially enhanced in value

 20-1    by the construction of durable, permanent-type buildings and other

 20-2    improvements costing an amount at least equal to the cost of such

 20-3    real property, exclusive of buildings and improvements at the time

 20-4    of acquisition, or by the construction of such buildings and

 20-5    improvements which must be commenced within two years of the date

 20-6    of the acquisition of such real property; provided:

 20-7                      (A)  at least 30 percent of the available space

 20-8    in such building shall be occupied for the business purposes of the

 20-9    insurer and its affiliates; and

20-10                      (B)  the aggregate investment in such home and

20-11    branch offices shall not exceed 20 percent of the insurer's assets;

20-12    and

20-13                (2)  other investment property or participation

20-14    therein, which must be materially enhanced in value by the

20-15    construction of durable, permanent-type buildings and other

20-16    improvements costing an amount at least equal to the cost of such

20-17    real property, exclusive of buildings and improvements at the time

20-18    of acquisition, or by the construction of such buildings and

20-19    improvements which must be commenced within two years of the date

20-20    of acquisition of such real property; provided that such investment

20-21    in any one piece of property or interest therein, including the

20-22    improvements, fixtures, and equipment pertaining thereto may not

20-23    exceed five percent of the insurer's assets; provided, however,

20-24    nothing in this article shall allow ownership of, development of,

20-25    or equity interest in any residential property or subdivision,

20-26    single or multiunit family dwelling property, or undeveloped real

20-27    estate for the purpose of subdivision for or development of

 21-1    residential, single, or multiunit family dwellings, except

 21-2    acquisitions as provided in Subdivision (4) below, and such

 21-3    ownership, development, or equity interests shall be specifically

 21-4    prohibited;

 21-5                (3)  the admissible asset value of each such investment

 21-6    in the properties acquired under Subdivisions (1) and (2) of this

 21-7    subsection shall be subject to review and approval by the

 21-8    Commissioner of Insurance.  The commissioner shall have discretion

 21-9    at the time such investment is made or any time when an examination

21-10    of the company is being made to cause any such investment to be

21-11    appraised by an appraiser, appointed by the commissioner, and the

21-12    reasonable expense of such appraisal shall be paid by such

21-13    insurance company and shall be deemed to be a part of the expense

21-14    of examination of such company; if the appraisal is made upon

21-15    application of the company, the expense of such appraisal shall not

21-16    be considered a part of the expense of examination of such company;

21-17    no insurance company may hereafter make any write-up in the

21-18    valuation of any of the properties described in Subdivision (1) or

21-19    (2) of this subsection unless and until it makes application

21-20    therefor and such increase in valuation shall be approved by the

21-21    commissioner; and

21-22                (4)  other real property acquired:

21-23                      (A)  in good faith by way of security for loans

21-24    previously contracted or money due; or

21-25                      (B)  in satisfaction of debts previously

21-26    contracted for in the course of its dealings; or

21-27                      (C)  by purchase at sales under judgment or

 22-1    decrees of court, or mortgage or other lien held by such insurer;

 22-2    and

 22-3                (5)  regardless of the mode of acquisition specified

 22-4    herein, upon sale of any such real property, the fee title to the

 22-5    mineral estate or any portion thereof may be retained by the

 22-6    insurance company indefinitely;

 22-7          (m)  Oil, Gas, and Minerals.  In addition to and without

 22-8    limitation on the purposes for which real property may be acquired,

 22-9    secured, held, or retained pursuant to other provisions of this

22-10    section, every such insurance company may secure, hold, retain, and

22-11    convey production payments, producing royalties and producing

22-12    overriding royalties, or participation therein as an investment for

22-13    the production of income; provided:

22-14                (1)  in no event may such company carry such assets in

22-15    an amount in excess of 90 percent of the appraised value thereof;

22-16    and

22-17                (2)  no one investment under this subsection may exceed

22-18    10 percent of the insurer's capital and surplus in excess of

22-19    statutory minimum capital and surplus applicable to that insurer,

22-20    and the aggregate of all such investments may not exceed 10 percent

22-21    of the insurer's assets as of December 31st next preceding the date

22-22    of such investment; and

22-23                (3)  for the purposes of this subsection, the following

22-24    definitions apply:

22-25                      (A)  a production payment is defined to mean a

22-26    right to oil, gas, or other minerals in place or as produced that

22-27    entitles its owner to a specified fraction of production until a

 23-1    specified sum of money, or a specified number of units of oil, gas,

 23-2    or other minerals, has been received;

 23-3                      (B)  a royalty and an overriding royalty are each

 23-4    defined to mean a right to oil, gas, and other minerals in place or

 23-5    as produced that entitles the owner to a specified fraction of

 23-6    production without limitation to a specified sum of money or a

 23-7    specified number of units of oil, gas, or other minerals;

 23-8                      (C)  "producing" is defined to mean producing

 23-9    oil, gas, or other minerals in paying quantities, provided that it

23-10    shall be deemed that oil, gas, or other minerals are being produced

23-11    in paying quantities if a well has been "shut in" and "shut-in

23-12    royalties" are being paid;

23-13          (n)  Foreign Countries and United States Territories.  In

23-14    addition to the investments in Canada authorized in other

23-15    subsections of this section, investments in other foreign countries

23-16    or in commonwealths, territories, or possessions of the United

23-17    States; provided:

23-18                (1)  such investments are substantially the same types

23-19    as [similar to] those authorized for investment within the United

23-20    States of America or Canada by other provisions of this section

23-21    [and are rated one or two by the Securities Valuation Office of the

23-22    National Association of Insurance Commissioners]; and

23-23                (2)  such investments when added to the amount of

23-24    similar investments made within the United States and Canada do not

23-25    result in the combined total of such investments exceeding the

23-26    limitations specified in Subsections (a) through [(p)] (m), (o),

23-27    (q) and (u), of this section; and

 24-1                (3)  such investments may not exceed the sum of:

 24-2                      (A)  the amount of insurer's reserves

 24-3    attributable to the insurance business in force in foreign [said]

 24-4    countries, if any, and any additional investments required by any

 24-5    foreign country as a condition to doing business therein; and

 24-6                      (B)  20 [five] percent of the insurer's assets of

 24-7    which no more than 10 percent of the insurer's assets may be

 24-8    investments denominated in foreign currency that are not hedged

 24-9    pursuant to the provisions of Subsection (u);

24-10          (o)  Investments Not Otherwise Specified.  Investments which

24-11    are not otherwise authorized by this article and which are not

24-12    specifically prohibited by statute, including that portion of any

24-13    investments which may exceed the limits specified in Subsections

24-14    (a) through (n), (q) and (u) of this section; provided:

24-15                (1)  if any aggregate or individual specified

24-16    investment limitation in Subsections (a) through (n), (q) and (u)

24-17    of this section is exceeded, then the excess portion of such

24-18    investment shall be an investment under this subsection; and

24-19                (2)  the burden of establishing the value of such

24-20    investments shall be upon the insurer; and

24-21                (3)  the amount of any one such investment may not

24-22    exceed 10 percent of the insurer's capital and surplus in excess of

24-23    the statutory minimum capital and surplus applicable to that

24-24    insurer; and

24-25                (4)  the aggregate of all investments made under this

24-26    subsection may not exceed the lesser of either five percent of the

24-27    insurer's assets or the insurer's capital and surplus in excess of

 25-1    the statutory minimum capital and surplus applicable to that

 25-2    insurer;

 25-3          (p)  Other Authorized Investments.  Those other investments

 25-4    as follows:

 25-5                (1)  any investment held by an insurer on the effective

 25-6    date of this Act, which was legally authorized at the time it was

 25-7    made or acquired or which the insurer was authorized to hold or

 25-8    possess immediately prior to such effective date, but which does

 25-9    not conform to the requirements of the investments authorized in

25-10    Subsections (a) through (o) of this section, may continue to be

25-11    held by and considered as an [admitted] authorized asset or

25-12    transaction of the insurer; provided the investment or transaction

25-13    is disposed of at its maturity date, if any, or within the time

25-14    prescribed by the law under which it was acquired, if any; and

25-15    provided further, in no event shall the provisions of this

25-16    subdivision alter the legal or accounting status of such asset; and

25-17                (2)  any other investment which may be authorized by

25-18    other provisions of this code or by other laws of this state for

25-19    the insurers which are subject to this article.

25-20          (q)  Securities Lending, Repurchase, Reverse Repurchase and

25-21    Dollar Roll Transactions.  (a)  For purposes of this subsection

25-22    (q), the following definitions shall apply:

25-23                (1)  "Repurchase transaction" means a transaction in

25-24    which an insurer purchases securities from a business entity that

25-25    is obligated to repurchase the purchased securities or equivalent

25-26    securities from the insurer at a specified price, either within a

25-27    specified period of time or upon demand.

 26-1                (2)  "Reverse repurchase transaction" means a

 26-2    transaction in which an insurer sells securities to a business

 26-3    entity and is obligated to repurchase the sold securities or

 26-4    equivalent securities from the business entity at a specified

 26-5    price, either within a specified period of time or upon demand.

 26-6                (3)  "Securities lending transaction" means a

 26-7    transaction in which securities are loaned by an insurer to a

 26-8    business entity that is obligated to return the loaned securities

 26-9    or equivalent securities to the insurer, either within a specified

26-10    period of time or upon demand.

26-11                (4)  "Dollar roll transaction" means two simultaneous

26-12    transactions with settlement dates no more than 96 days apart so

26-13    that in one transaction an insurer sells to a business entity, and

26-14    in the other transaction the insurer is obligated to purchase from

26-15    the same business entity, substantially similar securities of the

26-16    following types:

26-17                      (A)  Mortgage-backed securities issued, assumed

26-18    or guaranteed by the Government National Mortgage Association, the

26-19    Federal National Mortgage Association or the Federal Home Loan

26-20    Mortgage Corporation or their respective successors; and

26-21                      (B)  Other mortgage-backed securities referred to

26-22    in Section 106 of Title I of the Secondary Mortgage Market

26-23    Enhancement Act of 1984 (15 U.S.C. Section 77r-1), as amended.

26-24          (b)  An insurer may engage in securities lending, repurchase,

26-25    reverse repurchase and dollar roll transactions as set forth

26-26    herein.  The insurer shall enter into a written agreement for all

26-27    transactions, except dollar roll transactions, that shall require

 27-1    each transaction terminate no more than one year from its

 27-2    inception.

 27-3          (c)  Cash received in a transaction under this section shall

 27-4    be invested in accordance with this Article and in a manner that

 27-5    recognizes the liquidity needs of the transaction or used by the

 27-6    insurer for its general corporate purposes.  For so long as the

 27-7    transaction remains outstanding, the insurer, its agent or

 27-8    custodian shall maintain, as to acceptable collateral received in a

 27-9    transaction under this subsection, either physically or through the

27-10    book entry systems of the Federal Reserve, Depository Trust

27-11    Company, Participants Trust Company or other securities

27-12    depositories approved by the commissioner:

27-13                (1)  Possession of the acceptable collateral;

27-14                (2)  A perfected security interest in the acceptable

27-15    collateral; or

27-16                (3)  In the case of a jurisdiction outside of the

27-17    United States, title to, or rights of a secured creditor to, the

27-18    acceptable collateral; and

27-19          (d)  The limitations of Subsection 4(c) and Subsection 5(a)

27-20    shall not apply to the business entity counterparty exposure

27-21    created by transactions under this section.  An insurer shall not

27-22    enter into a transaction under this subsection if, as a result of

27-23    and after giving effect to the transaction:

27-24                (1)  The aggregate amount of securities then loaned,

27-25    sold to, or purchased from, any one business entity counterparty

27-26    under this subsection would exceed 5 percent of its assets.  In

27-27    calculating the amount sold to or purchased from a business entity

 28-1    counterparty under repurchase or reverse repurchase transactions,

 28-2    effect may be given to netting provisions under a master written

 28-3    agreement; or

 28-4                (2)  The aggregate amount of all securities then

 28-5    loaned, sold to or purchased from all business entities under this

 28-6    subsection would exceed 40 percent of its assets.

 28-7          (e)  The amount of collateral required for securities

 28-8    lending, repurchase and reverse repurchase transactions is the

 28-9    amount required pursuant to the provisions of the Purposes and

28-10    Procedures of the Securities Valuation Office or such successor

28-11    publication.

28-12          (f)  Art. 3.39-1 shall not apply to transactions authorized

28-13    by this subsection (q).

28-14          [Special Limitations for Certain Fixed Annuity Insurers.  The

28-15    quantitative limitations imposed above in Subsections (b)(2),

28-16    (c)(2), (f)(1), (g)(3), (h)(3), (i)(2), and (k)(5) of this section

28-17    shall not apply to any insurer with assets in excess of

28-18    $2,500,000,000 and that receives more than 90 percent of its

28-19    premium income from fixed rate annuity contracts and that has more

28-20    than 90 percent of its assets allocated to its reserves held for

28-21    fixed rate annuity contracts, excluding, however, any premium

28-22    income, assets, and reserves received from, held for, or allocated

28-23    to separate accounts from the computation of the above percentages,

28-24    and in lieu thereof, the following quantitative limitations shall

28-25    apply to such insurers:]

28-26                [(1)  the limitation in Subsection (b)(2) of this

28-27    section shall be two percent of the insurer's assets;]

 29-1                [(2)  the limitation in Subsection (c)(2) of this

 29-2    section shall be two percent of the insurer's assets;]

 29-3                [(3)  the limitation in Subsection (f)(1) of this

 29-4    section shall be two percent of the insurer's assets;]

 29-5                [(4)  the limitation in Subsection (g)(3) of this

 29-6    section shall be one percent of the insurer's assets;]

 29-7                [(5)  the limitation in Subsection (h)(3) of this

 29-8    section shall be one percent of the insurer's assets;]

 29-9                [(6)  the limitation in Subsection (i)(2) of this

29-10    section shall be two percent of the insurer's assets; and]

29-11                [(7)  the limitation in Subsection (k)(5) of this

29-12    section shall be two percent of the insurer's assets.]

29-13          (r)  Premium Loans.  Loans to finance the payment of premiums

29-14    for the insurer's own insurance policies or annuity contracts;

29-15    provided that the amount of any such loan does not exceed the sum

29-16    of:  (i) the available cash value of such insurance policy or

29-17    annuity contract; and (ii) the amount of any escrowed commissions

29-18    payable relating to such insurance policy or annuity contract for

29-19    which the premium loan is made; and

29-20          (s)  Money Market Funds.  (1)  Money market mutual funds as

29-21    defined by 17 CFR 270.2a-7 under the Investment Company Act of 1940

29-22    (15 U.S.C. 80a-1 et seq.)  that may be either of the following

29-23    [meet the following additional conditions]:

29-24                      (A)  Government money market mutual fund which is

29-25    a money market mutual fund that:

29-26                            (i)  invests only in obligations issued,

29-27    guaranteed or insured by the federal government of the United

 30-1    States or collateralized repurchase agreements composed of these

 30-2    obligations; and

 30-3                            (ii)  qualifies for investment without a

 30-4    reserve under the Purposes and Procedures of the Securities

 30-5    Valuation Office or any successor publication; or

 30-6                      (B)  Class one money market mutual fund which is

 30-7    a money market mutual fund that qualifies for investment using the

 30-8    bond class one reserve factor under the Purposes and Procedures of

 30-9    the Securities Valuation Office or any successor publication.

30-10                      [(A)  the funds invest 100 percent of total

30-11    assets in United States treasury bills, notes, and bonds, and

30-12    collateralized repurchase agreements composed of those obligations

30-13    at all times;]

30-14                      [(B)  the funds invest 100 percent of total assets

30-15    in other full faith and credit instruments of the United States; or]

30-16                      [(C)  the funds invest at least 95 percent of

30-17    total assets in exempt securities, short-term debt instruments with

30-18    a maturity of 397 days or less, class one bonds, and collateralized

30-19    repurchase agreements composed of those securities at all times;]

30-20                (2)  For purposes of complying with Subsection (h) of

30-21    this section, money market funds qualifying for listing within

30-22    these categories must conform to the [p]Purposes and [p]Procedures

30-23    [manual] of the Securities Valuation Office or such successor

30-24    publication [valuation of securities manual of the National

30-25    Association of Insurance Commissioners.];

30-26          (t)  The percentage authorizations and limitations set forth

30-27    in any [and] or  all of the provisions of this [section] Article

 31-1    3.33 shall apply only at the time of the original acquisition of an

 31-2    investment or at the time a transaction is entered into and shall

 31-3    not be applicable to the insurer or such investment or transaction

 31-4    [originally making such investments and shall not be applicable to

 31-5    the company or such investment] thereafter except as provided in

 31-6    Subsection (w) of this section.  In addition, any investment, once

 31-7    qualified under any subsection of this section, shall remain

 31-8    qualified notwithstanding any refinancing, restructuring or

 31-9    modification of such investment provided that, the insurer shall

31-10    not engage in any such refinancing, restructuring or modification

31-11    of any investment for the purpose of circumventing the requirements

31-12    or limitations of this article.

31-13          (u)  Risk Control Transactions.  An insurer may use

31-14    derivative instruments to engage in hedging transactions,

31-15    replication transactions and income generation transactions as set

31-16    forth herein.

31-17                (1)  For the purposes of this subsection (u), the

31-18    following definitions shall apply:

31-19                      (A)  "Acceptable collateral" means cash, cash

31-20    equivalents, letters or credit and direct obligations, or

31-21    securities that are fully guaranteed as to principal and interest

31-22    by, the government of the United States.

31-23                      (B)  "Business entity" includes a sole

31-24    proprietorship, corporation, limited liability company,

31-25    association, partnership, joint stock company, joint venture,

31-26    mutual fund, bank, trust, joint tenancy or other similar form of

31-27    business organization, whether organized for-profit or

 32-1    not-for-profit.

 32-2                      (C)  "Cap" means an agreement obligating the

 32-3    seller to make payments to the buyer with each payment based on the

 32-4    amount by which a reference price or level or the performance or

 32-5    value of one or more underlying interests exceeds a predetermined

 32-6    number, sometimes called the strike rate or strike price.

 32-7                      (D)  "Cash equivalents" means short-term, highly

 32-8    rated, highly liquid and readily marketable investments or

 32-9    securities, which includes money market funds as defined in

32-10    Subsection (s).  For purposes of this definition:

32-11                            (i)  "Short-term" means investments with a

32-12    remaining term to maturity of one year or less; and

32-13                            (ii)  "Highly rated" means an investment

32-14    rated "P-1" by Moody's Investors Service, Inc., or "A-1" by the

32-15    Standard and Poor's Division of the McGraw Hill Companies, Inc. or

32-16    its equivalent rating by a nationally recognized statistical rating

32-17    organization recognized by the Securities Valuation Office.

32-18                      (E)  "Collar" means an agreement to receive

32-19    payments as the buyer of an option, cap or floor and to make

32-20    payments as the seller of a different option, cap or floor.

32-21                      (F)  "Counterparty exposure amount" means:

32-22                            (i)  for an over-the-counter derivative

32-23    instrument not entered into pursuant to a written master agreement

32-24    which provides for netting of payments owed by the respective

32-25    parties:

32-26                                           (a)  the market value of the

32-27    over-the-counter derivative instrument if the liquidation of the

 33-1    derivative instrument would result in a final cash payment to the

 33-2    insurer; or

 33-3                                           (b)  zero if the liquidation

 33-4    of the derivative instrument would not result in a final cash

 33-5    payment to the insurer.

 33-6                            (ii)  for over-the-counter derivative

 33-7    instruments entered into pursuant to a written master agreement

 33-8    which provides for netting of payments owed by the respective

 33-9    parties, and the domiciliary jurisdiction of the counterparty is

33-10    either within the United States, or if not within the United

33-11    States, is within a foreign (not United States) jurisdiction listed

33-12    in the Purposes and Procedures Manual of the Securities Valuation

33-13    Office as eligible for netting, the greater of zero or the net sum

33-14    payable to the insurer in connection with all derivative

33-15    instruments subject to the written master agreement upon their

33-16    liquidation in the event of default by the counterparty pursuant to

33-17    the master agreement (assuming no conditions precedent to the

33-18    obligations of the counterparty to make such a payment and assuming

33-19    no setoff of amounts payable pursuant to any other instrument or

33-20    agreement);

33-21                            (iii)  for purposes of this definition,

33-22    market value or the net sum payable, as the case may be, shall be

33-23    determined at the end of the most recent quarter of the insurer's

33-24    fiscal year and shall be reduced by the market value of acceptable

33-25    collateral held by the insurer or a custodian on the insurer's

33-26    behalf.

33-27                      (G)  "Derivative instrument" means any agreement,

 34-1    option or instrument, or any series or combinations thereof:

 34-2                            (i)  to make or take delivery of, or assume

 34-3    or relinquish, a specified amount of one or more underlying

 34-4    interests, or to make a cash settlement in lieu thereof; or

 34-5                            (ii)  that has a price, performance, value

 34-6    or cash flow based primarily upon the actual or expected price,

 34-7    yield, level, performance, value or cash flow of one or more

 34-8    underlying interests.

 34-9                            Derivative instruments include options,

34-10    warrants not otherwise permitted to be held by the insurer under

34-11    this article, caps, floors, collars, swaps, swaptions, forwards,

34-12    futures and any other agreements, options or instruments

34-13    substantially similar thereto, or any series or combinations

34-14    thereof.

34-15                            Derivative instruments do not include

34-16    collateralized mortgage obligations, other asset-backed securities,

34-17    principal-protected structured securities, floating rate

34-18    securities, or instruments which an insurer is otherwise permitted

34-19    to invest in or receive under this article other than under this

34-20    subsection, and any debt obligations of the insurer.

34-21                      (H)  "Derivative transaction" means a transaction

34-22    involving the use of one or more derivative instruments.  Dollar

34-23    roll transactions, repurchase transactions, reverse repurchase

34-24    transactions and securities lending transactions shall not be

34-25    included as derivative transactions for purposes of this

34-26    subsection.

34-27                      (I)  "Floor" means an agreement obligating the

 35-1    seller to make payments to the buyer in which each payment is based

 35-2    on the amount by which a predetermined number, sometimes called the

 35-3    floor rate or price, exceeds a reference price, level, performance

 35-4    or value of one or more underlying interests.

 35-5                      (J)  "Forward" means an agreement (other than a

 35-6    future) to make or take delivery in the future of one or more

 35-7    underlying interests, or effect a cash settlement, based on the

 35-8    actual or expected price, level, performance or value of such

 35-9    underlying interests, but shall not mean or include spot

35-10    transactions effected within customary settlement periods,

35-11    when-issued purchases or other similar cash market transactions.

35-12                      (K)  "Future" means an agreement, traded on a

35-13    futures exchange, to make or take delivery of, or effect a cash

35-14    settlement based on the actual or expected price, level,

35-15    performance or value of, one or more underlying interests.

35-16                      (L)  "Futures exchange" means a foreign or

35-17    domestic exchange, contract market or board of trade on which

35-18    trading in futures is conducted and, in the U.S., which has been

35-19    authorized for such trading by the Commodities Futures Trading

35-20    Commission or any successor thereof.

35-21                      (M)  "Hedging transaction" means a derivative

35-22    transaction which is entered into and maintained to manage:

35-23                            (i)  the risk of a change in the value,

35-24    yield, price, cash flow or quantity of assets or liabilities (or a

35-25    portfolio of assets and/or liabilities) which the insurer has

35-26    acquired or incurred or anticipates acquiring or incurring; or

35-27                            (ii)  the currency exchange rate risk

 36-1    related to assets or liabilities (or a portfolio of assets and/or

 36-2    liabilities) which an insurer has acquired or incurred or

 36-3    anticipates acquiring or incurring.

 36-4                      (N)  "Income generation transaction" means a

 36-5    derivative transaction which is entered into to generate income.  A

 36-6    derivative transaction which is entered into as a hedging

 36-7    transaction or a replication transaction shall not be considered an

 36-8    income generation transaction.

 36-9                      (O)  "Market value" means the price for the

36-10    security or derivative instrument obtained from a generally

36-11    recognized source or the most recent quotation from such a source

36-12    or, to the extent no generally recognized source exists, the price

36-13    for the security or derivative instrument as determined pursuant to

36-14    the terms of the instrument or in good faith by the insurer as can

36-15    be reasonably demonstrated to the Commissioner upon request, plus

36-16    accrued but unpaid income thereon to the extent not included in the

36-17    price as of the date.

36-18                      (P)  "Option" means an agreement giving the buyer

36-19    the right to buy or receive (a "call option"), sell or deliver (a

36-20    "put option"), enter into, extend or terminate or effect a cash

36-21    settlement based on the actual or expected price, spread, level,

36-22    performance or value of one or more underlying interests.

36-23                      (Q)  "Over-the-counter derivative instrument"

36-24    means a derivative instrument entered into with a business entity,

36-25    other than through a securities exchange, futures exchange, or

36-26    cleared through a qualified clearinghouse.

36-27                      (R)  "Potential exposure" means:

 37-1                            (i)  as to a futures position, the amount

 37-2    of initial margin required for that position; or

 37-3                            (ii)  as to swaps, collars and forwards,

 37-4    one-half percent times the notional amount times the square root of

 37-5    the remaining years to maturity.

 37-6                      (S)  "Qualified clearinghouse" means a

 37-7    clearinghouse subject to the rules of a securities exchange or a

 37-8    futures exchange, which provides clearing services, including

 37-9    acting as a counterparty to each of the parties to a transaction

37-10    such that the parties no longer have credit risk to each other.

37-11                      (T)  "Replication transaction" means a derivative

37-12    transaction or combination of derivative transactions effected

37-13    either separately or in conjunction with cash market investments

37-14    included in the insurer's investment portfolio in order to

37-15    replicate the risks and returns of another authorized transaction,

37-16    investment or instrument and/or operate as a substitute for cash

37-17    market transactions.  A derivative transaction entered into by the

37-18    insurer as a hedging transaction shall not be considered a

37-19    replication transaction.

37-20                      (U)  "Securities exchange" means:

37-21                            (i)  an exchange registered as a national

37-22    securities exchange or a securities market registered under the

37-23    Securities Exchange Act of 1934 (15 U.S.C. Section 78 et seq.), as

37-24    amended:

37-25                            (ii)  Private Offerings Resales and Trading

37-26    through Automated Linkages (PORTAL); or

37-27                            (iii)  a designated offshore securities

 38-1    market as defined in Securities Exchange Commission Regulation S,

 38-2    17 C.F.R. Part 230, as amended.

 38-3                      (V)  "Swap" means an agreement to exchange or to

 38-4    net payments at one or more times based on the actual or expected

 38-5    price, yield, level, performance or value of one or more underlying

 38-6    interests.

 38-7                      (W)  "Swaption" means an option to purchase or

 38-8    sell a swap at a given price and time or at a series of prices and

 38-9    times.  A swaption does not mean a swap with an embedded option.

38-10                      (X)  "Underlying interest" means the assets,

38-11    liabilities or other interests, or a combination thereof,

38-12    underlying a derivative instrument, such as any one or more

38-13    securities, currencies, rates, indices, commodities or derivatives

38-14    instruments.

38-15                      (Y)  "Warrant" means an instrument that gives the

38-16    holder the right to purchase or sell the underlying interest at a

38-17    given price and time or at a series of prices and times outlined in

38-18    the warrant agreement.

38-19                (2)  Prior to entering into any derivative transaction,

38-20    the board of directors of the insurer shall approve a derivative

38-21    use plan, as part of the investment plan required in Section 3 of

38-22    this article, that:

38-23                      (A)  describes investment objectives and risk

38-24    constraints, such as counterparty exposure amounts;

38-25                      (B)  defines permissible transactions identifying

38-26    the risks to be hedged, the assets or liabilities being replicated;

38-27    and

 39-1                      (C)  requires compliance with internal control

 39-2    procedures.

 39-3                (3)  The insurer shall establish written internal

 39-4    control procedures that provide for:

 39-5                      (A)  a quarterly report to the board of directors

 39-6    that reviews:

 39-7                            (i)  all derivative transactions entered

 39-8    into, outstanding or closed out;

 39-9                            (ii)  the results and effectiveness of the

39-10    derivatives program; and

39-11                            (iii)  the credit risk exposure to each

39-12    counterparty for over-the-counter derivative transactions based

39-13    upon the counterparty exposure amount;

39-14                      (B)  a system for determining whether hedging or

39-15    replication strategies utilized have been effective;

39-16                      (C)  a system of regular reports (not less

39-17    frequently than monthly) to management including:

39-18                            (i)  a description of all the derivative

39-19    transactions entered into, outstanding or closed out during the

39-20    period since the last report;

39-21                            (ii)  the purpose of each outstanding

39-22    derivative transaction;

39-23                            (iii)  a performance review of the

39-24    derivative instrument program; and

39-25                            (iv)  the counterparty exposure amount for

39-26    over-the-counter derivative transactions;

39-27                      (D)  written authorizations that identify the

 40-1    responsibilities and limitations of authority of persons authorized

 40-2    to effect and maintain derivative transactions;

 40-3                      (E)  documentation appropriate for each

 40-4    transaction including:

 40-5                            (i)  the purpose of the transaction;

 40-6                            (ii)  the assets or liabilities to which

 40-7    the transaction relates;

 40-8                            (iii)  the specific derivative instrument

 40-9    used in the transaction;

40-10                            (iv)  for over-the-counter derivative

40-11    instrument transactions, the name of the counterparty and the

40-12    counterparty exposure amount; and

40-13                            (v)  for exchange-traded derivative

40-14    instruments, the name of the exchange and the name of the firm that

40-15    handled the transaction.

40-16                (4)  An insurer shall be able to demonstrate to the

40-17    commissioner, upon request, the intended hedging characteristics

40-18    and ongoing effectiveness of the derivative transaction or

40-19    combination of transactions through cash flow testing, duration

40-20    analysis or other appropriate analysis.

40-21                (5)  An insurer shall include all counterparty exposure

40-22    amounts in determining compliance with the limitations of

40-23    Subsection (c).

40-24                (6)(a)  Ten days prior to entering into the initial

40-25    hedging transaction, the insurer shall notify the commissioner in

40-26    writing that:  (i)  the insurer's board of directors has adopted an

40-27    investment plan which authorizes hedging transactions, and

 41-1    (ii)  all hedging transactions will comply with this subsection

 41-2    (u).  Insurers already engaged in hedging transactions shall notify

 41-3    the commissioner as set forth in the preceding sentence within 30

 41-4    days of the effective date of this subsection (u).  Thereafter, an

 41-5    insurer may enter into hedging transactions under this subsection,

 41-6    if as a result of and after giving effect to each such transaction:

 41-7                      (A)  the aggregate statement of value of all

 41-8    outstanding options (other than collars), caps, floors, swaptions

 41-9    and warrants (not attached to another financial instrument

41-10    purchased by the insurer) pursuant to this subsection does not

41-11    exceed 7.5 percent of its assets;

41-12                      (B)  the aggregate statement value of all

41-13    outstanding options (other than collars), swaptions, warrants, caps

41-14    and floors written by the insurer pursuant to this subsection does

41-15    not exceed 3 percent of its assets; and

41-16                      (C)  the aggregate potential exposure of all

41-17    outstanding collars, swaps, forwards and futures entered into or

41-18    acquired by the insurer pursuant to this subsection does not exceed

41-19    6.5 percent of its assets.

41-20          (b)  Whenever the derivative transactions entered into under

41-21    this subsection (u)(6), are not in compliance with this subsection

41-22    (u) or, if continued, may now or subsequently, create a hazardous

41-23    financial condition to the insurer which affects its policyholders,

41-24    creditors or the general public, the commissioner may, after notice

41-25    and an opportunity for a hearing, order the insurer to take such

41-26    action as may be reasonably necessary to (i)  rectify a hazardous

41-27    financial condition, or (ii)  to prevent an impending hazardous

 42-1    financial condition from occurring.

 42-2                (7)  An insurer may only enter into an income

 42-3    generation transaction if:

 42-4                      (A)  as a result of and after giving effect to

 42-5    the transaction, the aggregate statement value of admitted assets

 42-6    that are then subject to call or that generate the cash flows for

 42-7    payments required to be made by the insurer under caps and floors

 42-8    sold by the insurer and then outstanding under this subsection,

 42-9    plus the statement value of admitted assets underlying derivative

42-10    instruments then subject to calls sold by the insurer and

42-11    outstanding under this subsection, plus the purchase price of

42-12    assets subject to puts then outstanding under this subsection does

42-13    not exceed 10 percent of its assets; and

42-14                      (B)  the transaction is one of the following

42-15    types, is covered in the manner specified below and meets the other

42-16    requirements specified below:

42-17                            (i)  sales of call options on assets,

42-18    provided that the insurer holds or has a currently exercisable

42-19    right to acquire the underlying assets during the entire period

42-20    that the option is outstanding;

42-21                            (ii)  sales of put options on assets,

42-22    provided that the insurer holds sufficient cash, cash equivalents

42-23    or interests in a short-term investment pool to purchase the

42-24    underlying assets upon exercise during the entire period that the

42-25    option is outstanding, and has the ability to hold the underlying

42-26    assets in its portfolio.  If the total market value of all put

42-27    options sold by the insurer exceeds 2 percent of the insurer's

 43-1    assets, the insurer shall set aside pursuant to a custodial or

 43-2    escrow agreement cash or cash equivalents having a market value

 43-3    equal to the amount of its put option obligations in excess of 2

 43-4    percent of the insurer's assets during the entire period the option

 43-5    is outstanding;

 43-6                            (iii)  sales of call options on derivative

 43-7    instruments (including swaptions), provided that the insurer holds

 43-8    or has a currently exercisable right to acquire assets generating

 43-9    the cash flow to make any payments for which the insurer is liable

43-10    pursuant to the underlying derivative instruments during the entire

43-11    period that the call options are outstanding and has the ability to

43-12    enter into the underlying derivative transactions for its

43-13    portfolio; and

43-14                            (iv)  sales of caps and floors, provided

43-15    that the insurer holds or has a currently exercisable right to

43-16    acquire assets generating the cash flow to make any payments for

43-17    which the insurer is liable pursuant to the caps and floors during

43-18    the entire period that the caps and floors are outstanding.

43-19                (8)(a)  An insurer may enter into replication

43-20    transactions only with prior written approval from the

43-21    Commissioner, provided that:

43-22                      (A)  the insurer would otherwise be authorized to

43-23    invest its funds under this article in the asset being replicated;

43-24    and

43-25                      (B)  the asset being replicated is subject to all

43-26    the provisions and limitations on the making thereof specified in

43-27    this article with respect to investments by the insurer as if the

 44-1    transaction constituted a direct investment by the insurer in the

 44-2    replicated asset.

 44-3          (b)  The commissioner may adopt such rules and regulations

 44-4    regarding replication transactions as may be fair and reasonable to

 44-5    implement this subsection (u)(8).

 44-6                (9)  An insurer may purchase or sell one or more

 44-7    derivative instruments to offset, in whole or in part, any

 44-8    derivative instrument previously purchased or sold, as the case may

 44-9    be, without regard to the quantitative limitations of this

44-10    subsection, provided that such offsetting transaction utilizes the

44-11    same type of derivative instrument as the derivative instrument

44-12    being offset.

44-13                (10)  Trading Requirements.  Each derivative instrument

44-14    shall be:

44-15                      (A)  traded on a securities exchange;

44-16                      (B)  entered into with, or guaranteed by, a

44-17    business entity;

44-18                      (C)  issued or written by or entered into with

44-19    the issuer of the underlying interest on which the derivative

44-20    instrument is based; or

44-21                      (D)  in the case of futures, traded through a

44-22    broker which is registered as a futures commission merchant under

44-23    the Commodity Exchange Act or which has received exemptive relief

44-24    from such registration under rule 30.10 promulgated under the

44-25    Commodity Exchange Act.

44-26                (11)  Art. 3.39-2 shall not apply to transactions

44-27    authorized by this subsection (u).

 45-1          (v)  Distributions, Reinsurance, and Merger.  No provision of

 45-2    this article prohibits the acquisition by an insurer of additional

 45-3    obligations, securities, or other assets if received as a dividend

 45-4    or as a distribution of assets, nor does this article apply to

 45-5    securities, obligations, or other assets accepted incident to the

 45-6    workout, adjustment, restructuring or similar realization of any

 45-7    kind of investment or transaction when deemed by the insurer's

 45-8    board of directors or by a committee appointed by the board of

 45-9    directors to be in the best interests of the insurer, if the

45-10    investment or transaction had previously been authorized, nor does

45-11    this article apply to assets acquired pursuant to a lawful

45-12    agreement of bulk reinsurance, merger, or consolidation if such

45-13    assets constituted legal and authorized investments for the ceding,

45-14    merged or consolidated company.  No obligation, security, or other

45-15    asset acquired as permitted by this subsection need be qualified

45-16    under any other subsection of this article.

45-17          (w)  Qualification of Investments.  The qualification or

45-18    disqualification of an investment under one subsection of this

45-19    section does not prevent its qualification in whole or in part

45-20    under another subsection, and an investment authorized by more than

45-21    one subsection may be held under whichever authorizing subsection

45-22    the insurer elects.  An investment or transaction qualified under

45-23    any subsection at the time it was acquired or entered into by the

45-24    insurer shall continue to be qualified under that subsection.  An

45-25    investment, in whole or in part, may be transferred from time to

45-26    time, at the election of the insurer, to the authority of any

45-27    subsection under which it then qualifies, whether or not it

 46-1    originally qualified thereunder.

 46-2          SECTION 4.  Section 5, Article 3.33, Insurance Code, is

 46-3    amended to read:

 46-4          Sec. 5.  Aggregate Diversification Requirements.  The

 46-5    following provisions govern and take precedence over each and every

 46-6    provision of Section 4, except Subsections (q), (t) and (v):

 46-7          (a)  Investments in all or any types of securities, loans,

 46-8    obligations, or evidences of indebtedness of a single issuer or

 46-9    borrower (which shall include such issuer's or borrower's

46-10    majority-owned subsidiaries or parent or the majority-owned

46-11    subsidiaries of such parent), other than those authorized

46-12    investments that are either direct obligations of or guaranteed by

46-13    the full faith and credit of the United States of America, the

46-14    State of Texas, or a political subdivision thereof or are insured

46-15    by an agency of the United States of America or the State of Texas

46-16    shall not in the aggregate exceed five percent of the insurer's

46-17    assets except for those investments provided for in Subsections (e)

46-18    and (f) of Section 4 of this article; and

46-19          (b)  The aggregate investment in real property authorized by

46-20    Subsections (l), (m), (o), and (p) of Section 4 may not exceed

46-21    33 1/3  percent of the insurer's assets; provided, in the event an

46-22    insurer acquires real property under Subdivision (4) of Subsection

46-23    (l) of Section 4 and such acquisition causes such aggregate real

46-24    estate to exceed the limitation set forth herein, the insurer shall

46-25    either dispose of sufficient excess real property to come within

46-26    such limitations within 10 years of such acquisition or it may not

46-27    thereafter admit as an asset the value of the real property in

 47-1    excess of such limitation; should an insurer's real property

 47-2    acquisitions exceed such 33 1/3 percent limitation, no additional

 47-3    real property acquisitions under Subdivisions (1) and (2) of

 47-4    Subsection (l), and Subsections (m), (o), and (p) of Section 4 of

 47-5    this article are authorized until such excess is removed.

 47-6          SECTION 5.  Section 7, Article 3.33, Insurance Code, is

 47-7    amended to read as follows:

 47-8          Sec. 7.  Accounting Provisions.  (a)  The term "assets" as

 47-9    used in this article shall mean the statutory accounting admitted

47-10    assets of the insurer, including lawful money of the United States,

47-11    whether in the form of cash or demand deposits in solvent banks,

47-12    savings and loan associations, and credit unions and branches

47-13    thereof, organized under the laws of the United States of America

47-14    or its states, when held in accordance with the laws or regulations

47-15    applicable to such entities, less the insurer's separate accounts

47-16    that are subject to Part III of Article 3.39, Article 3.72, Article

47-17    3.73, and Article 3.75 of this code.

47-18          (b)  Each insurer shall maintain reasonable, adequate, and

47-19    accurate evidence of its ownership of its assets and investments.

47-20          (c)  The ownership of governmental or corporate securities

47-21    shall be evidenced as provided for in Article 21.39-B, Section 4,

47-22    of this code.

47-23          (d)  Other than investments made as a participation in a

47-24    partnership or joint venture, or as otherwise provided in Article

47-25    21.39-B of this code, investments shall be held solely in the name

47-26    of the insurer.

47-27          [(e)  An insurer's participation in a partnership or joint

 48-1    venture shall be limited to those partnerships or joint ventures

 48-2    whose purposes are for investment in properties authorized under

 48-3    Subsections (k), (l), and (m) of Section 4 of this article, and the

 48-4    whole of the insurer's participation therein shall be designated

 48-5    under such subsections.]

 48-6          SECTION 6.  Article 2.10, Insurance Code, is amended to read

 48-7    as follows:

 48-8          Art. 2.10.  Investment of Funds in Excess of Minimum Capital

 48-9    and Minimum Surplus.  No company except any writing life, health

48-10    and accident insurance, organized under the laws of this state,

48-11    shall invest its funds over and above its minimum capital and its

48-12    minimum surplus, as provided in Article 2.02, except as otherwise

48-13    provided in this Code, in any other manner than as follows:

48-14          1.  As provided for the investment of its minimum capital and

48-15    its minimum surplus in Article 2.08;

48-16          2.  In bonds or other evidence of debt which at the time of

48-17    purchase are interest-bearing and are issued by authority of law

48-18    and are not in default as to principal or interest, of any of the

48-19    States of the United States, or of Canada, or any province of

48-20    Canada, or in the stock of any National Bank, in stock of any State

48-21    Bank of Texas whose deposits are insured by the Federal Deposit

48-22    Insurance Corporation; provided, however, that if said funds are

48-23    invested in the stock of a State Bank of Texas that not more than

48-24    thirty-five percent (35%) of the total outstanding stock of any one

48-25    (1) State Bank of Texas may be so purchased by any one (1)

48-26    insurance company; and provided further, that neither the insurance

48-27    company whose funds are invested in said bank stock nor any other

 49-1    insurance company may invest its funds in the remaining stock of

 49-2    any such State Bank;

 49-3          3.  In bonds, notes, evidences of indebtedness or

 49-4    participation therein secure by a valid first lien upon real

 49-5    property or leasehold estate therein located in the United States

 49-6    of America, its states, commonwealths, territories, or possessions,

 49-7    provided:

 49-8          (a)  The amount of any such obligation secured by a first

 49-9    lien upon real property or leasehold estate therein shall not

49-10    exceed ninety percent (90%) of the value of such real property or

49-11    leasehold estate therein, but the amount of such obligation:

49-12                (1)  May exceed ninety percent (90%) but shall not

49-13    exceed one hundred percent (100%) of the value of such real

49-14    property or leasehold estate therein if the insurer or one or more

49-15    wholly owned subsidiaries of the insurer own in the aggregate a ten

49-16    percent (10%) or greater equity interest in such real property or

49-17    leasehold estate therein;

49-18                (2)  May be ninety-five percent (95%) of the value of

49-19    such real property if it contains only a dwelling designed

49-20    exclusively for occupancy by not more than four families for

49-21    residential purposes, and the portion of the unpaid balance of such

49-22    obligation which is in excess of an amount equal to ninety percent

49-23    (90%) of such value is guaranteed or insured by a mortgage

49-24    insurance company licensed to do business in the State of Texas; or

49-25                (3)  May be greater than ninety percent (90%) of the

49-26    value of such real property to the extent the obligation is insured

49-27    or guaranteed by the United States of America, or an agency or

 50-1    instrumentality thereof, the Federal Housing Administration

 50-2    pursuant to the National Housing Act of 1934, as amended (12 Sec.

 50-3    1701 et seq.), or the State of Texas; and

 50-4          (b)  The term of an obligation secured by a first lien upon a

 50-5    leasehold estate in real property and improvements situated thereon

 50-6    shall not exceed a period equal to four-fifths (4/5) of the then

 50-7    unexpired term of such leasehold estate, provided:

 50-8                (1)  The unexpired term of the leasehold estate must

 50-9    extend at least ten (10) years beyond the term of the obligation;

50-10    and

50-11                (2)  Each obligation shall be payable in equal monthly,

50-12    quarterly, semiannual, or annual payments of principal plus accrued

50-13    interest to the date of such principal payment, so that under

50-14    either method of repayment such obligation will fully amortize

50-15    during a period of time not to exceed four-fifths (4/5) of the then

50-16    unexpired term of the security leasehold estate; and

50-17          (c)  The amount of any one such obligation may not exceed ten

50-18    percent (10%) of the insurer's capital and surplus; and

50-19          (d)  The aggregate of investments made under this Section 3

50-20    may not exceed thirty percent (30%) of the insurer's assets;

50-21          4.  In bonds or other interest-bearing evidences of debt of

50-22    any county, municipality, road district, turnpike district or

50-23    authority, water district, any subdivision of a county,

50-24    incorporated city, town, school district, sanitary or navigation

50-25    district, any municipally owned revenue water system, sewer system

50-26    or electric utility company where special revenues to meet the

50-27    principal and interest payments of such municipally owned revenue

 51-1    water system, sewer system or electric utility company bonds or

 51-2    other evidences of debt shall have been appropriated, pledged or

 51-3    otherwise provided for by such municipality.  Provided, before

 51-4    bonds or other evidences of debt of navigation districts shall be

 51-5    eligible investments such navigation district shall be located in

 51-6    whole or in part in a county containing a population of not less

 51-7    than 100,000 according to the last preceding Federal Census; and

 51-8    provided further, that the interest due on such navigation

 51-9    districts or other evidences of debt of navigation districts must

51-10    never have been defaulted;

51-11          5.  In the stocks, bonds, debentures, bills of exchange or

51-12    other commercial notes or bills and securities of any solvent

51-13    dividend paying corporation at time of purchase, incorporated under

51-14    the laws of this state, or of any other State of the United States,

51-15    or of the United States, or of Canada, or any province of Canada,

51-16    which has not defaulted in the payment of any of its obligations

51-17    for a period of five (5) years, immediately preceding the date of

51-18    the investment; provided such funds may not be invested in the

51-19    stock of any oil, manufacturing or mercantile corporation organized

51-20    under the laws of this state, unless such corporation has at the

51-21    time of investment a net worth of not less than $250,000.00 nor in

51-22    the stock of any oil, manufacturing or mercantile corporation has a

51-23    combined capital, surplus and undivided profits of not less than

51-24    $2,500,000.00; provided further:

51-25          (a)  Any such insurance company may invest its funds over and

51-26    above its minimum capital stock, its minimum surplus, and all

51-27    reserves required by law, in the stocks, bonds or debentures of any

 52-1    solvent corporation organized under the laws of this state, or of

 52-2    any other State of the United States, or of the United States, or

 52-3    of Canada, or any province of Canada.

 52-4          (b)  No such insurance company shall invest any of its funds

 52-5    in its own stock or in any stock on account of which the holders or

 52-6    owners thereof may, in any event, be or become liable to any

 52-7    assessment, except for taxes.

 52-8          (c)  No such insurance company shall invest any of its funds

 52-9    in stocks, bonds or other securities issued by a corporation if a

52-10    majority of the stock having voting powers of such issuing

52-11    corporation is owned, directly or indirectly, by or for the benefit

52-12    of one or more officers or directors of such insurance company;

52-13    provided, however, that this Section shall not apply to any

52-14    insurance company which has been in continuous operation for five

52-15    (5) years.

52-16          6.  In shares of mutual funds doing business under the

52-17    Investment Company Act of 1940 (15 U.S.C. section 80a-1 et seq.),

52-18    provided:

52-19          (a)  mutual funds must be solvent with at least $1,000,000 of

52-20    net assets as of the date of its latest annual or more recent

52-21    certified audited financial statement; and

52-22          (b)  investment in any one mutual fund may not exceed 15

52-23    percent of the insurer's capital and surplus; and

52-24          (c)  the aggregate of all investments made under this

52-25    subsection shall not exceed 25 percent of the insurer's assets.

52-26          7.  In addition to the investments in Canada authorized in

52-27    other subsections of this section, investments in other foreign

 53-1    countries or in commonwealths, territories or possessions of the

 53-2    United States, or in foreign securities originating in such foreign

 53-3    countries, commonwealths, territories or possessions of the United

 53-4    States, provided:

 53-5          (a)  such investments are similar to those authorized for

 53-6    investment within the United States or Canada by other provisions

 53-7    of this section and, if debt obligations, are rated one or two by

 53-8    the Securities Valuation Office of the National Association of

 53-9    Insurance Commissioners; and

53-10          (b)  the aggregate amount of foreign investments held by the

53-11    insurer under this subsection in a single foreign jurisdiction does

53-12    not exceed either 10 percent of its admitted assets as to a foreign

53-13    jurisdiction that has a sovereign debt rating of Securities

53-14    Valuation Office 1 by the Securities Valuation Office of the

53-15    National Association of Insurance Commissioners or five percent of

53-16    its admitted assets as to any other foreign jurisdiction; and

53-17          (c)  such investments when added to the amount of similar

53-18    investments made within the United States and Canada and any

53-19    amounts authorized by Article 2.10-2 do not result in the combined

53-20    total of such investments exceeding the limitations specified

53-21    elsewhere in this section; and

53-22          (d)  such investments may not exceed the sum of:

53-23                (i)  the amounts authorized by Article 2.10-2; and

53-24                (ii)  20 percent of the insurer's assets.

53-25          8.  In loans upon the pledge of any mortgage, stock, bonds or

53-26    other evidence of indebtedness acceptable as investments under the

53-27    terms of this Article, if the current value of such mortgage,

 54-1    stock, bonds or other evidence of indebtedness is at least

 54-2    twenty-five percent (25%) more than the amount loaned thereon;

 54-3          [7] 9.  In interest-bearing notes or bonds of The University

 54-4    of Texas issued under and by virtue of Chapter 40, Acts of the 43rd

 54-5    Legislature, Second Called Session;

 54-6          [8] 10.  (a)  In real estate to the extent as elsewhere

 54-7    authorized by this Code;

 54-8          (b)  Any such company with admitted assets in excess of

 54-9    $500,000,000.00 may own other investment real property or

54-10    participation therein, which must be materially enhanced in value

54-11    by the construction of durable, permanent type buildings and other

54-12    improvements costing an amount at least equal to the cost of such

54-13    real property, exclusive of buildings and improvements at the time

54-14    of acquisition, or by the construction of such buildings and

54-15    improvements which must be commenced within two years of the date

54-16    of acquisition of such real property; provided, however, nothing in

54-17    this Article shall allow ownership of, development of, or equity

54-18    interest in any residential property or subdivision, single or

54-19    multiunit family dwelling property, or undeveloped real estate for

54-20    the purpose of subdivision for or development of residential,

54-21    single or multiunit family dwellings, except those properties

54-22    acquired as provided in Article 6.08 of this Code, and such

54-23    ownership, development, or equity interests shall be specifically

54-24    prohibited;

54-25          (c)  The total amount invested by any such company in all

54-26    such investment real property and improvements thereof shall not

54-27    exceed fifteen percent (15%) of its admitted assets which are in

 55-1    excess of $500,000,000.00, provided, however, that the amount

 55-2    invested in any one such property and its improvements or interest

 55-3    therein shall not exceed five percent (5%) of its admitted assets

 55-4    which are in excess of $500,000,000.00.  The admitted assets of the

 55-5    company at any time shall be determined from its annual statements

 55-6    made as of the last preceding December 31 and filed with the State

 55-7    Board of Insurance as required by law.  The value of any investment

 55-8    made under this Article shall be subject to the appraisal provision

 55-9    set forth in Paragraph 5 of Article 6.08 of this Code;

55-10          (d)  The investment authority granted by (b) and (c) of this

55-11    Paragraph 10 [8] is in addition to and separate and apart from that

55-12    granted by Article 6.08 of this Code, provided, however, that no

55-13    such company shall make any investment in such real estate which,

55-14    when added to those properties described in Paragraph 1 of Article

55-15    6.08 of this Code, would be in excess of the limitations provided

55-16    by Paragraph 5 of Article 6.08 of this Code;

55-17          (e)  The insurance companies defined in Article 2.01 of this

55-18    Code and other insurers specifically made subject to the provisions

55-19    of this Article shall not engage in the business of a real estate

55-20    broker or a real estate salesman as defined by Chapter 1, page 560,

55-21    General Laws, Acts of the 46th Legislature, 1939 (Article 6573a,

55-22    Vernon's Texas Civil Statutes), except that such insurers may hold,

55-23    improve, maintain, manage, rent, lease, sell, exchange, or convey

55-24    any of the real property interests legally owned as investments

55-25    under this Code;

55-26          [9] 11.  In equipment trust obligations or certificates that

55-27    are adequately secured or in other adequately secured instruments

 56-1    evidencing an interest in transportation equipment in whole or in

 56-2    part within the United States and a right to receive determined

 56-3    portions of rental, purchase, or other fixed obligatory payments

 56-4    for the use or purchase of the transportation equipment;

 56-5          [10] 12.  In insured accounts and evidences of indebtedness

 56-6    as defined and limited by Section 1, Chapter 618, page 1356, Acts

 56-7    of the 47th Legislature; in shares or share accounts as authorized

 56-8    in Section 1, page 76, Acts 1939, 46th Legislature; in insured or

 56-9    guaranteed obligations as authorized in Chapter 230, page 315, Acts

56-10    1945, 49th Legislature; in bonds issued under the provisions

56-11    authorized by Section 9, Chapter 231, page 774, Acts 1933, 43rd

56-12    Legislature; in bonds under authority of Section 1, Chapter 1, page

56-13    427, Acts 1939, 46th Legislature; in bonds and other indebtedness

56-14    as authorized in Section 1, Chapter 3, page 494, Acts 1939, 46th

56-15    Legislature; in "Municipal Bonds" issued under and by virtue of

56-16    Chapter 280, Acts 1929, 41st Legislature; or in bonds as authorized

56-17    by Section 5, Chapter 122, page 219, Acts 1949, 51st Legislature;

56-18    or in bonds as authorized by Section 10, Chapter 159, page 326,

56-19    Acts 1949, 51st Legislature; or in bonds as authorized by Section

56-20    19, Chapter 340, page 655, Acts 1949, 51st Legislatures; or in

56-21    bonds as authorized by Section 10, Chapter 398, page 737, Acts

56-22    1949, 51st Legislature; or in bonds as authorized by Section 18,

56-23    Chapter 465, page 855, Acts 1949, 51st Legislature; or in shares or

56-24    share accounts authorized in Chapter 534, page 966, Acts 1949, 51st

56-25    Legislature; or in bonds as authorized by Section 24, Chapter 110,

56-26    page 193, Acts 1949, 51st Legislature; together with such other

56-27    investments as are now or may hereafter be specifically authorized

 57-1    by law.

 57-2          SECTION 7.  Section 5, Art. 21.39-B, Insurance Code, is

 57-3    repealed.

 57-4          SECTION 8.  This Act takes effect September 1, 1997.

 57-5          SECTION 9.  The importance of this legislation and the

 57-6    crowded condition of the calendars in both houses create an

 57-7    emergency and an imperative public necessity that the

 57-8    constitutional rule requiring bills to be read on three several

 57-9    days in each house be suspended, and this rule is hereby suspended.