(a) After the issuance of a certificate of authority, each HCC must file certain information with the commissioner, either for approval prior to effectuation or for information only, as provided in this section.
(b) In accord with Insurance Code §848.060(e), an HCC must report to the department a material change in the size, composition, or control of the HCC.
(c) An HCC must make the filings outlined in paragraphs (2) and (3) of this subsection and in §13.423 of this title (relating to Service Area Change Applications). These requirements include filing changes necessitated by federal or state law or regulations.
  (1) Complete filings required. The department will not accept a filing for review until the filing is complete.
  (2) Filings requiring approval. After the issuance of a certificate of authority, an HCC must file for approval with the commissioner a written request to implement or modify the following operations or documents and receive the commissioner's approval prior to effectuating those modifications:
    (A) a description and a map of the service area, with key and scale, that identifies the county, counties, or portions of counties to be served;
    (B) any material change in size, composition, or control of the HCC;
    (C) proposed dividends for any calendar year that if declared and paid will, individually and in the aggregate, have a distribution value equal to or exceeding the greater of:
      (i) 10 percent of the HCC's net asset value for the prior year; or
      (ii) 10 percent of the HCC's net income for the prior year;
    (D) any new or revised loan agreements evidencing loans made by the HCC to any affiliated individual or entity or to any physician or health care provider, whether providing services currently, previously, or potentially in the future; and any guarantees of any affiliated individual's or entity's or of any physician's or health care provider's obligations to any third party;
    (E) a copy of any proposed material amendment to basic organizational documents; however, if the approved amendment must be filed with the secretary of state, an original or a certified copy of the document with the original file mark of the secretary of state must be filed with the commissioner;
    (F) a copy of any material amendments to bylaws of the HCC, with a notarized certification bearing the original or electronic signature of the corporate secretary of the HCC that it is a true, accurate, and complete copy of the original;
    (G) any name, or assumed name, on a form, as specified in §13.404 of this title (relating to Use of the Term "HCC;" Service Mark; Trademarks; d/b/a);
    (H) original or renewal service contracts and management agreements, the terms of which must comply with Insurance Code §823.101 as if the HCC were an insurer; and
    (I) any proposed new or revised payment methodology for use in any contract between the HCC and any payor that addresses the applicant arranging for medical and health care services for the payor in exchange for payments in cash or in kind as provided in Insurance Code Chapter 848.
  (3) Filings for information. Material filed under this paragraph is not to be considered approved, but may be subject to review for compliance with Texas law and consistency with other HCC documents. On or before 30 days after the effective date of a change, an HCC must file with the commissioner, for information only, deletions and modifications to the following previously approved or filed operations and documents:
    (A) the list of officers and directors, a biographical data sheet for each individual listed on the officers and directors page, and biographical affidavit forms in §13.413(c)(6)(A) and (B) of this title (relating to Contents of the Application);
    (B) any change in the physical address of the books and records described in §13.415 of this title (relating to Documents to be Available for Quality of Care and Financial Examinations);
    (C) any new trademark or service mark or any changes to an existing trademark or service mark;
    (D) a copy of the form of any new contract or subcontracts or any substantive changes to previously filed copies of forms of all contracts described in §13.413(d)(3) and (e)(5) of this title, not including management agreements or proposed new or revised payment methodologies filed for approval, with amended contract forms accompanied by an additional copy of the contract form that reflects the revisions made;
    (E) notice of the cancellation of any management contracts described in §13.413(e)(5)(D) of this title;
    (F) any insurance contracts or amendments to those contracts, guarantees, or other protection against insolvency, including the stop-loss or reinsurance agreements, if changing the insurer or description of coverage, as described in §13.413(d)(4)(A) of this title;
    (G) any change in the affiliate chart as described in §13.413(c)(7) of this title;
    (H) modifications to any types of compensation arrangements, such as compensation based on fee-for-service arrangements, risk-sharing arrangements, prepaid funding arrangements, or capitated risk arrangements, made or to be made with physicians and health care providers in exchange for the provision of, or the arrangement to provide, health care services to patients, including any financial incentives for physicians and providers. The HCC must maintain the confidentiality of these compensation arrangements;
    (I) any material change in network configuration; and
    (J) a description of the quality assurance and quality improvement program, as set forth in §13.481 and §13.482 of this title (relating to Quality Improvement Structure for HCCs and Quality Assurance and Quality Improvement, respectively).
  (4) Approval period. Any modification for which commissioner's approval is required is considered approved unless disapproved within 60 days from the date the filing is determined by the department to be complete. The commissioner may postpone the action for a period not to exceed 60 days, as necessary for proper consideration. The commissioner will notify the HCC by letter of any postponement. The commissioner, after notice and opportunity for hearing, may withdraw approval of a filing made under paragraph (2) of this subsection or reject any informational filing made under paragraph (3) of this subsection.
  (5) Filing review procedure. Within 20 days from the department's receipt of an initial filing for commissioner's approval under this section, the department will determine whether the filing is complete or incomplete for purposes of acceptance for review and, if found to be incomplete, the department will issue a written notice in paper or electronic form to the HCC of its incomplete filing.
    (A) Incomplete filing. The written notice of an incomplete filing will state that the filing is not complete and has not been accepted for review. In addition, the notice will specify the information, documentation, and corrections necessary to make the filing complete for purposes of this section. If a filing is resubmitted in whole or in part and is still incomplete, an additional written notice will be issued. The notice will specify the corrections or information necessary for completeness and state that the 60-day period for official action will not begin until the date the department determines the filing to be complete. If a filing is not resubmitted within 30 days of the date of the written notice of incompleteness, the department will consider the filing withdrawn and will close it.
    (B) Processing of complete filing. The department will in writing approve or disapprove a complete filing within the period of time set forth in paragraph (4) of this subsection, beginning on the date the filing is determined to be complete. The HCC may waive in writing the deemed approval time line set forth in paragraph (4) of this subsection.
    (C) Conversion to renewal review. If the filing by the HCC under this subsection is sufficiently material, the department may require the HCC to file an application for renewal before the date required by Insurance Code §848.060(a).

Source Note: The provisions of this §13.422 adopted to be effective March 31, 2013, 38 TexReg 2100