Florida Senate - 2026 SB 990 By Senator Leek 7-01128-26 2026990__ Page 1 of 22 CODING: Words stricken are deletions; words underlined are additions. A bill to be entitled 1

An act relating to protected cell captive insurance 2 companies; amending s. 628.901, F.S.; revising the 3

definitions of the terms “captive insurance company” 4 and “special purpose captive insurance company”; 5 defining terms; amending s. 628.905, F.S.; specifying 6 that a protected cell captive insurance company may 7 only insure certain risks; amending s. 628.907, F.S.; 8 revising the unimpaired paid-in capital requirements 9 for captive insurance companies; revising the 10 unrestricted net asset requirements for captive 11 insurance companies incorporated as nonprofit 12 corporations; amending s. 628.908, F.S.; revising the 13 unimpaired surplus requirements for captive insurance 14 companies; amending s. 628.909, F.S.; revising 15 applicability; creating s. 628.921, F.S.; authorizing 16 one or more sponsors to form a protected cell captive 17 insurance company; requiring protected cell captive 18 insurance companies to be incorporated in a specified 19 manner; requiring applicant protected cell captive 20 insurance companies to file certain information with 21 the Office of Insurance Regulation; authorizing 22 protected cell captive insurance companies to 23 establish and maintain certain protected cells, 24 subject to certain approvals granted by the office; 25 specifying conditions on protected cell establishment 26 and maintenance; providing construction; specifying 27 requirements regarding protected cells’ assets and 28 liabilities and their attribution; requiring protected 29

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 2 of 22 CODING: Words stricken are deletions; words underlined are additions. cell captive insurance companies to file annual 30 reports, as required by the office, and to notify the 31 office when any protected cell is insolvent or unable 32 to meet its obligations; requiring the office’s 33 approval before a participant contract may take 34 effect; specifying requirements for any insurance 35 business written by a protected cell captive insurance 36 company and the security arrangements that must be 37 established; authorizing the office to take certain 38 actions in the event of an insolvency of a protected 39 cell captive insurance company; requiring certain 40 affidavits for owners of incorporated protected cells; 41 authorizing the assets of two or more protected cells 42 to be combined for a specified purpose; specifying 43 that such combination may not be construed in a 44 certain manner; authorizing the office to approve the 45 use of certain methods for valuation of certain assets 46 and liabilities and rating the risk attributable to a 47 protected cell; requiring a receiver to manage the 48 assets and liabilities of protected cell captive 49 insurance companies under certain circumstances; 50 prohibiting assets of protected cells from being used 51 to pay certain expenses and claims; requiring that 52 protected cell captive insurance companies’ capital 53 and surplus be available to pay certain expenses or 54 claims; specifying requirements in actions brought by 55 or against protected cell captive insurance companies; 56 specifying that certain legal actions are deemed to be 57 brought against the general account only; specifying 58

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 3 of 22 CODING: Words stricken are deletions; words underlined are additions. that protected cells not named in an action are not 59 deemed to be a party to the action and are entitled to 60 dismissal under certain circumstances; prohibiting the 61 assets of protected cells from being encumbered or 62 seized under certain circumstances; specifying that 63 protected cells do not have a duty to defend the 64 rights and obligations or other protected cells; 65 requiring protected cell captive insurance companies 66 and protected cells to be afforded a certain status 67 during discovery; specifying that nonparty protected 68 cells have standing under certain circumstances; 69 authorizing protected cells to be converted to any 70 authorized form of captive insurance company; 71 authorizing the office to issue a specified 72 certificate of authority; requiring converting 73 protected cells to file certain organizational 74 documents; specifying requirements for such documents; 75 specifying the formation date upon conversion; 76 requiring converted protected cells to possess certain 77 assets and liabilities; requiring the converting 78 protected cell to submit amended organizational 79 documents under certain circumstances; authorizing 80 captive insurance companies to apply to the office for 81 conversion to protected cell captive insurance 82 companies; requiring captive insurance companies to be 83 issued a revised certificate of authority under 84 certain circumstances; specifying the effective date 85 of such certificate; authorizing protected cells of a 86 captive insurance company to disaffiliate and to 87

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 4 of 22 CODING: Words stricken are deletions; words underlined are additions. affiliate with another protected cell captive 88 insurance company under certain circumstances; 89 authorizing the office to require changes to certain 90 documents under certain circumstances; specifying the 91 formation date of protected cells that affiliate with 92 another protected cell captive insurance company; 93 requiring such protected cells to maintain and carry 94 over certain assets and liabilities; authorizing an 95 individual protected cell to merge or otherwise 96 combine assets and liabilities with another individual 97 protected cell, subject to certain requirements; 98 specifying that a hearing is not required for certain 99 mergers; specifying the date of final conversion or 100 disaffiliation of a protected cell for certain 101 purposes; specifying that the prior entity and 102 successor entities are responsible for certain tasks; 103 providing an effective date. 104 105 Be It Enacted by the Legislature of the State of Florida: 106 107

Section 1. Present subsections (8) through (11), (12) 108 through (14), and (15) of

section 628.901, Florida Statutes, are 109 redesignated as subsections (9) through (12), (19) through (21), 110 and (23), respectively, new subsections (8) and (13) through 111 (15) and subsections (16) through (18) and (22) are added to 112 that section, and subsection (2) and present subsection (14) of 113 that

section are amended, to read: 114 628.901

Definitions.—As used in this part, the term: 115 (2) “Captive insurance company” means a domestic insurer 116

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 5 of 22 CODING: Words stricken are deletions; words underlined are additions. established under this part.

A captive insurance company 117 includes a protected cell captive insurance company, pure 118 captive insurance company, special purpose captive insurance 119 company, or industrial insured captive insurance company formed 120 and licensed under this part. 121 (8) “General account” means all assets and liabilities of a 122 protected cell captive insurance company not attributable to a 123 protected cell. 124 (13) “Participant” means a person or an entity, and any 125 affiliate of such person or entity, which is insured by a 126 protected cell captive insurance company, if the losses of the 127 participant are limited through a participant contract. 128 (14) “Participant contract” means a contract by which a 129 protected cell captive insurance company insures the risks of a 130 participant and limits the losses of each such participant to 131 its pro rata share of the assets of one or more protected cells 132 identified in such contract. 133 (15) “Protected cell” means a separate account established 134 by a protected cell captive insurance company formed or licensed 135 under this part, in which account an identified pool of assets 136 and liabilities is segregated and insulated by means of this 137 part from the remainder of the protected cell captive insurance 138 company’s assets and liabilities in accordance with the terms of 139 one or more participant contracts to fund the liabilities of the 140 protected cell captive insurance company with respect to the 141 participants as set forth in the participant contracts. 142 (16) “Protected cell assets” means all assets, contract 143 rights, and general intangibles identified with and attributable 144 to a specific protected cell of a protected cell captive 145

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 6 of 22 CODING: Words stricken are deletions; words underlined are additions. insurance company. 146 (17) “Protected cell captive insurance company” means a 147 captive insurance company: 148 (

a) In which the minimum capital and surplus required by 149 this part are provided by one or more sponsors; 150 (

b) That is formed or licensed under this part; 151 (

c) That insures the risks of separate participants through 152 participant contracts; and 153 (

d) That funds its liability to each participant through 154 one or more protected cells and segregates the assets of each 155 protected cell from the assets of other protected cells and from 156 the assets of the protected cell captive insurance company’s 157 general account. 158 (18) “Protected cell liabilities” means all liabilities and 159 other obligations identified with and attributed to a specific 160 protected cell of a protected cell captive insurance company. 161 (21)(14) “Special purpose captive insurance company” means 162 a captive insurance company that is formed or licensed under 163 this part which

chapter that does not meet the definition of any 164 other type of captive insurance company defined in this section. 165 (22) “Sponsor” means any person or entity that is approved 166 by the office to provide all or part of the capital and surplus 167 required by this part and to organize and operate a protected 168 cell captive insurance company. 169

Section 2. Paragraph (

f) is added to subsection (1) of 170

section 628.905, Florida Statutes, to read: 171 628.905 Licensing; authority.— 172

(1) A captive insurance company, if permitted by its 173 charter or articles of incorporation, may apply to the office 174

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 7 of 22 CODING: Words stricken are deletions; words underlined are additions. for a license to do any and all insurance authorized under the 175 insurance code, other than workers’ compensation and employer’s 176 liability, life, health, personal motor vehicle, and personal 177 residential property insurance, except that: 178 (

f) A protected cell captive insurance company may only 179 insure the risks of its protected cell participants. 180

Section 3. Subsections (1) and (2) of

section 628.907, 181 Florida Statutes, are amended to read: 182 628.907 Minimum capital and net assets requirements; 183 restriction on payment of dividends.— 184

(1) A captive insurance company may not be issued a license 185 unless it possesses and thereafter maintains the following 186 applicable unimpaired paid-in capital requirements of: 187 (

a) In the case of a protected cell captive insurance 188 company, at least $100,000. 189 (

b) In the case of a pure captive insurance company, at 190 least $100,000.; 191 (c)(

b) In the case of an industrial insured captive 192 insurance company incorporated as a stock insurer, at least 193 $200,000.; and 194 (d)(

c) In the case of a special purpose captive insurance 195 company, an amount determined by the office after giving due 196 consideration to the company’s business plan, feasibility study, 197 and pro forma financial statements and projections, including 198 the nature of the risks to be insured. 199

(2) The office may not issue a license to a captive 200 insurance company incorporated as a nonprofit corporation unless 201 the company possesses and maintains the following applicable 202 unrestricted net assets requirements of: 203

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 8 of 22 CODING: Words stricken are deletions; words underlined are additions. (

a) In the case of a protected cell captive insurance 204 company, at least $100,000. 205 (

b) In the case of a pure captive insurance company, at 206 least $250,000. 207 (c)(

b) In the case of a special purpose captive insurance 208 company, an amount determined by the office after giving due 209 consideration to the company’s business plan, feasibility study, 210 and pro forma financial statements and projections, including 211 the nature of the risks to be insured. 212

Section 4. Subsection (1) of

section 628.908, Florida 213 Statutes, is amended to read: 214 628.908 Surplus requirements; restriction on payment of 215 dividends.— 216

(1) The office may not issue a license to a captive 217 insurance company unless the company possesses and maintains the 218 following applicable unimpaired surplus requirements of: 219 (

a) In the case of a pure captive insurance company, at 220 least $150,000. 221 (

b) In the case of a protected cell captive insurance 222 company, at least $100,000. 223 (

c) In the case of an industrial insured captive insurance 224 company incorporated as a stock insurer, at least $300,000. 225 (d)(

c) In the case of an industrial insured captive 226 insurance company incorporated as a mutual insurer, at least 227 $500,000. 228 (e)(

d) In the case of a special purpose captive insurance 229 company, an amount determined by the office after giving due 230 consideration to the company’s business plan, feasibility study, 231 and pro forma financial statements and projections, including 232

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 9 of 22 CODING: Words stricken are deletions; words underlined are additions. the nature of the risks to be insured. 233

Section 5. Subsection (1) of

section 628.909, Florida 234 Statutes, is amended to read: 235 628.909 Applicability of other laws.— 236

(1) The Florida Insurance Code does not apply to captive 237 insurance companies, protected cell captive insurance companies, 238 or industrial insured captive insurance companies except as 239 provided in this part and subsections (2) and (3). 240

Section

Section 628.921, Florida Statutes, is created to 241 read: 242 628.921 Protected cell captive insurance companies.— 243

(1) One or more sponsors may form a protected cell captive 244 insurance company under this part. 245

(2) A protected cell captive insurance company must be 246 incorporated as a stock insurer with its capital divided into 247 shares and held by the stockholders, as a mutual corporation, as 248 a nonprofit corporation with one or more members, or as a 249 limited liability company. 250

(3) In addition to the information required by

chapter 624, 251 each applicant protected cell captive insurance company must 252 file all of the following information with the office: 253 (

a) Materials demonstrating how the applicant will account 254 for the loss and expense experience of each protected cell at a 255 level of detail found to be sufficient by the office, and how it 256 will report such experience to the office. 257 (

b) A statement acknowledging that all financial records of 258 the applicant, including records pertaining to any protected 259 cells, must be made available for inspection or examination by 260 the office or the office’s designated agent. 261

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 10 of 22 CODING: Words stricken are deletions; words underlined are additions. (

c) All contracts or sample contracts between the applicant 262 and any participants. 263 (

d) Evidence that expenses will be allocated to each 264 protected cell in a fair and equitable manner. 265

(4) A protected cell captive insurance company formed or 266 licensed under this part may establish and maintain one or more 267 incorporated or unincorporated protected cells, to insure risks 268 of one or more participants, subject to all of the following 269 conditions: 270 (a)1. A protected cell captive insurance company may 271 establish one or more protected cells if the office has approved 272 in writing a plan of operation or amendments to a plan of 273 operation submitted by the protected cell captive insurance 274 company with respect to each protected cell.

A plan of operation 275 must include, but is not limited to, the specific business 276 objectives and investment guidelines of the protected cell. 277 However, the office may require additional information in the 278 plan of operation. The office may make the approval of a plan of 279 operation or amendments to a plan of operation effective as of 280 any date on or before the date the approval is signed so long as 281 the effective date is no earlier than the date on which the plan 282 of operation or amendments to the plan of operation were filed 283 with the office. 284 2.

Upon the office’s written approval of the plan of 285 operation, the protected cell captive insurance company, in 286 accordance with the approved plan of operation, may attribute 287 insurance obligations with respect to its insurance business to 288 the protected cell. 289 3. A protected cell must have its own distinct name or 290

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 11 of 22 CODING: Words stricken are deletions; words underlined are additions. designation, which must include the words “protected cell” or 291 “incorporated cell.” Such names or designations may also be 292 reasonably abbreviated, including, without limitation, PC or 293 P.C. for “protected cell”; IC, I.C., IPC, or I.P.C. for 294 “incorporated cell”; and SC, S.C., SPC, or S.P.C. for “series 295 cell.” 296 4.

The protected cell captive insurance company shall 297 transfer all assets attributable to a protected cell to one or 298 more separately established and identified protected cell 299 accounts bearing the name or designation of that protected cell. 300 Protected cell assets must be held in the protected cell 301 accounts for the purpose of satisfying the obligations of that 302 protected cell. 303 5.

An incorporated protected cell may be organized and 304 operated in any form of business organization authorized by the 305 office, including, but not limited to, an individual series of a 306 limited liability company under

chapter 605. Each incorporated 307 protected cell of a protected cell captive insurance company 308 must be treated as a captive insurer for purposes of this

part 309 and has the power to enter into contracts, including an 310 individual series of a limited liability company. Unless 311 otherwise permitted by the organizational documents of a 312 protected cell captive insurance company, each incorporated 313 protected cell of the protected cell captive insurance company 314 must have the same directors, secretary, and registered office 315 as the protected cell captive insurance company. 316 6. All attributions of assets and liabilities between a 317 protected cell and the general account must be in accordance 318 with the plan of operation and participant contracts approved by 319

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 12 of 22 CODING: Words stricken are deletions; words underlined are additions. the office. A protected cell captive insurance company may not 320 make other attributions of assets or liabilities between the 321 protected cell captive insurance company’s general account and 322 its protected cells. Any attribution of assets and liabilities 323 between the general account and a protected cell must be in cash 324 or in readily marketable securities with established market 325 values. 326 (

b) The creation of a protected cell does not create, with 327 respect to that protected cell, a legal person separate from the 328 protected cell captive insurance company unless the protected 329 cell is an incorporated cell. Amounts attributed to a protected 330 cell under this part, including assets transferred to a 331 protected cell account, are owned by the protected cell. A 332 protected cell captive insurance company may not act as, or hold 333 itself out to be, a trustee of the protected cell assets of the 334 protected cell account.

Notwithstanding this subsection, a 335 protected cell captive insurance company may permit a security 336 interest to attach to the assets of a protected cell assets or a 337 protected cell account if the security interest is in favor of a 338 creditor of that protected cell and is otherwise authorized by 339 applicable law. 340 (

c) This subsection may not be construed to prohibit the 341 protected cell captive insurance company from contracting with 342 or arranging for an investment advisor, commodity trading 343 advisor, or other third party to manage the protected cell 344 assets of a protected cell if all remuneration, expenses, and 345 other compensation of the third-party advisor or manager are 346 payable from the protected cell assets of that protected cell 347 and not from the protected cell assets of other protected cells 348

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 13 of 22 CODING: Words stricken are deletions; words underlined are additions. or the assets of the protected cell captive insurance company’s 349 general account. 350 (d)1. A protected cell captive insurance company must 351 establish administrative and accounting procedures necessary to 352 properly identify the one or more protected cells of the 353 protected cell captive insurance company and the protected cell 354 assets and protected cell liabilities attributable to the 355 protected cells.

The directors of a protected cell captive 356 insurance company must keep protected cell assets and protected 357 cell liabilities: 358 a. Separate and separately identifiable from the assets and 359 liabilities of the protected cell captive insurance company’s 360 general account; and 361 b. Attributable to one protected cell separate and 362 separately identifiable from protected cell assets and protected 363 cell liabilities attributable to other protected cells. 364 2.

If subparagraph 1. is violated, the remedy of tracing 365 applies to protected cell assets that have been commingled with 366 the protected cell assets of other protected cells or with the 367 assets of the protected cell captive insurance company’s general 368 account. The remedy of tracing may not be construed as 369 exclusive. 370 (

e) When establishing a protected cell, the protected cell 371 captive insurance company must attribute to the protected cell 372 assets a value at least equal to the reserves and other 373 insurance liabilities attributed to that protected cell. 374 (

f) Each protected cell must be accounted for separately on 375 the books and records of the protected cell captive insurance 376 company to reflect the financial condition and results of 377

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 14 of 22 CODING: Words stricken are deletions; words underlined are additions. operations of such protected cell, net income or loss, dividends 378 or other distributions to participants, and such other factors 379 as may be provided in the participant contract or required by 380 the office. 381 (

g) An asset of a protected cell may not be charged with, 382 or otherwise made liable for, any liability arising out of 383 insurance business conducted by the protected cell captive 384 insurance company on behalf of any other protected cell or its 385 general account. 386 (

h) A protected cell captive insurance company may not 387 sell, exchange, or otherwise transfer assets between or among 388 any of its protected cells without the consent of such protected 389 cells. 390 (

i) A protected cell captive insurance company may not 391 sell, exchange, transfer, or otherwise distribute assets, or pay 392 any dividend or distribution, from a protected cell to the 393 company or to a participant without the approval of the office. 394 The office may not approve any sale, exchange, transfer, 395 dividend, or distribution that would result in the insolvency or 396 impairment of a protected cell. 397 (

j) All attributions of assets and liabilities to the 398 protected cells and the general account must be in accordance 399 with the plan of operation approved by the office. A protected 400 cell captive insurance company may not attribute assets or 401 liabilities between its general account and any protected cell, 402 or between any protected cells. The protected cell captive 403 insurance company must attribute all insurance obligations, 404 assets, and liabilities relating to a reinsurance contract 405 entered into with respect to a protected cell to such protected 406

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 15 of 22 CODING: Words stricken are deletions; words underlined are additions. cell. The performance under such reinsurance contract and any 407 tax benefits, losses, refunds, or credits allocated pursuant to 408 a tax allocation agreement to which the protected cell captive 409 insurance company is a party, including any payments made by or 410 due to be made to the protected cell captive insurance company 411 pursuant to the terms of such agreement, must reflect the 412 insurance obligations, assets, and liabilities relating to the 413 reinsurance contract which are attributed to such protected 414 cell. 415 (

k) In connection with the conservation, rehabilitation, or 416 liquidation of a protected cell captive insurance company, the 417 assets and liabilities of a protected cell must, to the extent 418 the office determines they are separable, at all times be kept 419 separate from, and may not be commingled with, those of other 420 protected cells and the protected cell captive insurance 421 company. 422 (

l) Each protected cell captive insurance company must 423 annually file with the office such financial reports as required 424 by the office. Any such financial report must include, without 425 limitation, accounting statements detailing the financial 426 experience of each protected cell. 427 (

m) Each protected cell captive insurance company must 428 notify the office in writing within 10 business days of any 429 protected cell that is insolvent or otherwise unable to meet its 430 claim or expense obligations. 431 (

n) A participant contract may not take effect without the 432 office’s prior written approval. The addition of each new 433 protected cell, the withdrawal of any participant, or the 434 termination of any existing protected cell constitutes a change 435

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 16 of 22 CODING: Words stricken are deletions; words underlined are additions. in the plan of operation requiring the office’s prior written 436 approval. 437 (

o) The business written by a protected cell captive 438 insurance company, with respect to each protected cell, must be: 439 1. Fronted by an insurance company licensed under the laws 440 of any state; 441 2. Reinsured by a reinsurer authorized or approved by this 442 state; or 443 3. Secured by a trust fund in the United States for the 444 benefit of policyholders and claimants or funded by an 445 irrevocable letter of credit or other arrangement that is 446 acceptable to the office.

The amount of security provided may 447 not be less than the reserves associated with those liabilities 448 which are neither fronted nor reinsured, including reserves for 449 losses, allocated loss adjustment expenses, incurred but not 450 reported losses, and unearned premiums for business written 451 through the participant’s protected cell. The office may require 452 the protected cell captive insurance company to increase the 453 funding of any security arrangement established under this 454 paragraph.

If the form of security is a letter of credit, the 455 letter of credit must be issued or confirmed by a bank approved 456 by the office. A trust maintained pursuant to this paragraph 457 must be established in a form and upon such terms as approved by 458 the office. 459 (

p) Notwithstanding this part or other laws of this state, 460 and in addition to subsection (6), in the event of an insolvency 461 of a protected cell captive insurance company where the office 462 determines that one or more protected cells remain solvent, the 463 office may separate such cells from the protected cell captive 464

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 17 of 22 CODING: Words stricken are deletions; words underlined are additions. insurance company and may allow, on application of the protected 465 cell captive insurance company, for the conversion of such 466 protected cells into one or more new or existing protected cell 467 captive insurance companies, or one or more other captive 468 insurance companies, pursuant to such plan of operation as the 469 office deems acceptable. 470 (

q) Biographical affidavits are not required for 471 participants in unincorporated cells. However, biographical 472 affidavits are required for owners of incorporated cells, 473 including series members of a series limited liability company. 474 (

r) A protected cell captive insurance company formed or 475 licensed under this part may establish and operate both 476 unincorporated and incorporated protected cells. 477

(5) Notwithstanding subsection (4), the assets of two or 478 more protected cells may be combined for purposes of investment, 479 and such combination may not be construed as defeating the 480 segregation of such assets for accounting or other purposes. 481 Notwithstanding any other provision of the insurance code, the 482 office may approve the use of alternative reliable methods for 483 the valuation of protected cell assets and liabilities and for 484 the rating of risks attributable to a protected cell. 485

(6) Upon any order of supervision, rehabilitation, or 486 liquidation of a protected cell captive insurance company, the 487 receiver shall manage the assets and liabilities of the 488 protected cell captive insurance company pursuant to this part. 489 (7)(

a) Assets of a protected cell may not be used to pay 490 any expenses or claims other than those attributable to such 491 protected cell. 492 (

b) A protected cell captive insurance company’s capital 493

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 18 of 22 CODING: Words stricken are deletions; words underlined are additions. and surplus must at all times be available to pay any expenses 494 of or claims against the protected cell captive insurance 495 company. 496 (8)(

a) The pleadings in any legal action brought by or 497 against a protected cell captive insurance company must specify 498 which protected cell or cells are or should be named a party to 499 the suit. If the general account is party to the suit, such 500 account must be separately identified in the pleadings as if it 501 were a protected cell. 502 (

b) A legal action brought against a protected cell captive 503 insurance company which does not specify one or more protected 504 cells shall be deemed to have been brought against the general 505 account only. 506 (

c) Any protected cell that is not named in the pleadings 507 of the legal action may not be deemed to be a party to the legal 508 action. Any protected cell that is erroneously named as a party 509 or named without proper cause is entitled to prompt dismissal 510 from the legal action. 511 (

d) Unless specified by the plan of operation, participant 512 contract, or other prior contractual agreement, the assets of 513 one protected cell may not be encumbered or seized to satisfy 514 the obligations of or a judgment against any other protected 515 cell. A protected cell does not have a duty to defend the rights 516 and obligations of any other protected cell. 517 (

e) In any legal action involving a protected cell captive 518 insurance company or a protected cell, any papers, documents, or 519 property of a nonparty protected cell must be afforded the same 520 status during discovery as the documents or property of any 521 other unrelated third party. A nonparty protected cell has 522

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 19 of 22 CODING: Words stricken are deletions; words underlined are additions. standing to appear and petition for any appropriate relief to 523 protect the confidentiality of its papers or documents. 524 (9)(a)1. Upon the application of a protected cell captive 525 insurance company, one of its protected cells may be converted 526 to any form of captive insurance company authorized pursuant to 527 this part with the consent of the office.

Upon compliance with 528 this part, the office may issue to the converting protected cell 529 a certificate of authority with an effective date of its 530 original date of formation as a protected cell. 531 2. If the converting protected cell is a series of a 532 limited liability company, the protected cell must file 533 organizational documents with the Secretary of State which 534 comply with this part. The organizational documents must include 535 the date of formation as a series of a limited liability 536 company.

Upon conversion, the formation date of the series shall 537 be deemed the formation date of the converted protected cell. 538 The converted protected cell shall possess all assets and 539 liabilities, including outstanding insurance liabilities, owned 540 by the predecessor series. 541 3. If the converting protected cell is any other type of 542 incorporated protected cell entity, the converting protected 543 cell must submit amended organizational documents to the 544 Secretary of State which comply with this part. 545 4.

If the converting protected cell is neither a series of 546 a limited liability company nor an incorporated protected cell, 547 the protected cell must file organizational documents with the 548 Secretary of State which comply with this part. The 549 organizational documents must include the date of formation as a 550 protected cell. Upon conversion, the formation date of the 551

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 20 of 22 CODING: Words stricken are deletions; words underlined are additions. protected cell is the formation date of the converted protected 552 cell. The converted protected cell shall possess all assets and 553 liabilities, including outstanding insurance liabilities, owned 554 by the predecessor cell. 555 (

b) A captive insurance company may apply to the office for 556 conversion to become a protected cell captive insurance company 557 under any form permitted under this part. Upon compliance with 558 this part, approval by the office, and the filing of amended 559 organizational documents with the Secretary of State, the 560 captive insurance company must be issued a revised certificate 561 of authority. The effective date of the revised protected cell 562 captive insurance company’s certificate of authority shall 563 remain the same as the effective date of the prior captive 564 insurance company. 565 (

c) With the consent of both the affected protected cell 566 captive insurance companies and the office, an individual 567 protected cell of a captive insurance company may disaffiliate 568 from one protected cell captive insurance company and affiliate 569 with another protected cell captive insurance company. The 570 office may require the affected protected cell captive insurance 571 companies and the individual protected cell to make necessary 572 changes to their business plans, organizational documents, 573 participation contracts, or other governing documents before 574 approving the change in affiliation.

The formation date of a 575 protected cell that affiliates with another protected cell 576 captive insurance company shall be the date of its original 577 formation with the prior protected cell captive insurance 578 company. A protected cell shall maintain and carry over all 579 assets and liabilities, including outstanding insurance 580

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 21 of 22 CODING: Words stricken are deletions; words underlined are additions. liabilities, to the new protected cell captive insurance 581 company. 582 (

d) With the consent of the affected protected cell captive 583 insurance company or companies, the owners or the participants 584 of the protected cells, and the office, an individual protected 585 cell of a captive insurance company may merge or otherwise 586 combine assets and liabilities with another individual protected 587 cell of a protected cell captive insurance company.

The office 588 may require the affected protected cell captive insurance 589 companies and the individual protected cells to make necessary 590 changes to their business plans, organizational documents, 591 participation contracts, or other governing documents before 592 approving the change in affiliation. The formation date of a 593 protected cell that merges or otherwise combines assets and 594 liabilities with another protected cell captive insurance 595 company is the date of the original formation of the surviving 596 protected cell.

The surviving protected cell must acquire all of 597 the assets and liabilities, including outstanding insurance 598 liabilities, of the merging protected cell. A hearing is not 599 required for mergers of protected cells effectuated under this 600 section. 601 (

e) Solely for the purposes of annual reports, inspections, 602 examinations, and taxation, the date of final conversion or 603 disaffiliation of a protected cell shall be deemed a termination 604 of that cell from the prior entity. The prior entity shall be 605 responsible for the accounting, oversight, and premium tax on 606 any transactions prior to the date of final conversion or 607 disaffiliation. The successor entity shall be responsible for 608 the accounting, oversight, and premium tax on any transactions 609

Florida Senate - 2026 SB 990 7-01128-26 2026990__ Page 22 of 22 CODING: Words stricken are deletions; words underlined are additions. on or after the date of final conversion or disaffiliation. 610

Section 7. This act shall take effect July 1, 2026. 611