This text of Indiana § 24-4.4-2-406 (Change in control of creditor; application to department; timeframe for
department's decision; conditions for approval; creditor's duty to report
transfer of securities; director's discretion to require new license) is published on Counsel Stack Legal Research, covering Indiana primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.
(1)As used in this section, "control"
means possession of the power directly or indirectly to:
(a)direct or cause the direction of the management or policies of
a creditor, whether through the beneficial ownership of voting
securities, by contract, or otherwise; or
(b)vote at least twenty-five percent (25%) of the voting securities
of a creditor, whether the voting rights are derived through the
beneficial ownership of voting securities, by contract, or
otherwise.
(2)An organization or an individual acting directly, indirectly, or
through or in concert with one (1) or more other organizations or
individuals may not acquire control of any creditor unless the
department has received and approved an application for change in
control. The department has not more than one hundred twenty (12
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(1) As used in this section, "control"
means possession of the power directly or indirectly to:
(a) direct or cause the direction of the management or policies of
a creditor, whether through the beneficial ownership of voting
securities, by contract, or otherwise; or
(b) vote at least twenty-five percent (25%) of the voting securities
of a creditor, whether the voting rights are derived through the
beneficial ownership of voting securities, by contract, or
otherwise.
(2) An organization or an individual acting directly, indirectly, or
through or in concert with one (1) or more other organizations or
individuals may not acquire control of any creditor unless the
department has received and approved an application for change in
control. The department has not more than one hundred twenty (120)
days after receipt of an application to issue a notice approving the
proposed change in control. The application must contain the name and
address of the organization, individual, or individuals who propose to
acquire control and any other information required by the director.
(3) The period for approval under subsection (2) may be extended:
(a) in the discretion of the director for an additional thirty (30)
days; and
(b) not more than two (2) additional times for not more than
forty-five (45) days each time if:
(i) the director determines that the organization, individual, or
individuals who propose to acquire control have not submitted
substantial evidence of the qualifications described in
subsection (4);
(ii) the director determines that any material information
submitted is substantially inaccurate; or
(iii) the director has been unable to complete the investigation
of the organization, individual, or individuals who propose to
acquire control because of any delay caused by or the
inadequate cooperation of the organization, individual, or
individuals.
(4) The department shall issue a notice approving the application
only after it is satisfied that both of the following apply:
(a) The organization, individual, or individuals who propose to
acquire control are qualified by competence, experience,
character, and financial responsibility to control and operate the
creditor in a legal and proper manner.
(b) The interests of the owners and creditors of the creditor and
the interests of the public generally will not be jeopardized by the
proposed change in control.
(5) The director may determine, in the director's discretion, that
subsection (2) does not apply to a transaction if the director determines
that the direct or beneficial ownership of the creditor will not change
as a result of the transaction.
(6) The president or other chief executive officer of a creditor shall
report to the director any transfer or sale of securities of the creditor
that results in direct or indirect ownership by a holder or an affiliated
group of holders of at least ten percent (10%) of the outstanding
securities of the creditor. The report required by this subsection must
be made not later than ten (10) days after the transfer of the securities
on the books of the creditor.
(7) Depending on the circumstances of the transaction, the director
may reserve the right to require the organization, individual, or
individuals who propose to acquire control of a creditor licensed by the
department to engage in mortgage transactions, to apply for a new
license under section 401 of this chapter, instead of acquiring control
of the licensee under this section.