§ 23-92-406 — Changes in control

(a) (1) A license issued to any professional employer organization under this subchapter may not be transferred or assigned. (2) A licensee may not operate an entity subject to licensing under this subchapter under any name or at any location other than that specified in the application for the license or without having received the prior written consent of the Insurance Commissioner. (3) The commissioner may adopt additional rules to provide for a licensee's change of name or location. (b) (1) A person or entity that seeks to purchase or acquire control of an entity licensed under this subchapter shall first apply to the commissioner for a certificate of approval for the proposed change of ownership unless the licensed entity to be acquired is a publicly traded entity, in which event the acquiring entity shall apply to the commissioner for a certificate of approval for the proposed change of ownership at the time the licensed entity publishes public notice of the intended purchase or acquisition of control. (2) The application under subdivision (b)(1) of this section shall contain the name and address of the proposed new owner, controlling person, and any other information required by the commissioner. (c) (1) Any existing stockholder or partner who intends to acquire control of an existing entity that is licensed under this subchapter shall first apply to the commissioner for a certificate of approval for the proposed change of ownership. (2) The application shall contain the name and address of any stockholder or partner who owns ten percent (10%) or more of the entity and who seeks to acquire control, and any other information required by the commissioner. (d) (1) Before recommending that a certificate of approval be issued to an applicant that has applied under subsection (a) or subsection (b) of this section, the commissioner may conduct an investigation of the applicant and examine the records of the entity as part of the investigation in accordance with applicable law. (2) As a part of his or her investigation, the commissioner shall determine if there are any complaints pending against the company being purchased, the controlling person proposed to operate the purchased entity, or the proposed controlling person's existing company. (3) The commissioner shall issue a certificate of approval only after he or she has determined that the proposed new owner possesses the financial ability, experience, and integrity to operate the entity as required by this subchapter. (e) The commissioner shall waive the requirements of subsection (d) of this section and shall automatically approve the proposed change in ownership if: (1) The application meets the requirements of subsection (b) or subsection (c) of this section; (2) The proposed new owner and the current owner are part of the same controlled entity; and (3) No member or controlling person of the controlled entity is under investigation or has been previously denied a license by the commissioner. (f) Any application that is submitted to the commissioner under this section shall be deemed approved if the commissioner has not approved or rejected the application and provided the applicant with the basis for a rejection within ninety (90) days after the receipt of the completed application.

Legislative History

Acts 2003, No. 1750, § 1.