Effective 1-1-2026.
Sec. 601.
(a)Any person, or group of persons acting
in concert, seeking to acquire control of a licensee shall obtain the
written approval of the department before acquiring control. An
individual:
(1)is not considered to acquire control of a licensee; and
(2)is not subject to the acquisition of control provisions set forth
in this chapter;
when that individual becomes a key individual in the ordinary course
of business.
(b)A person, or group of persons acting in concert, seeking to
acquire control of a licensee shall, in cooperation with the licensee,
submit:
(1)an application in a form and by a medium prescribed by the
director; and
(2)a nonrefundable fee, as determined by the department, with
the request for approval. The nonrefundable fee established under
thi
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Effective 1-1-2026.
Sec. 601. (a) Any person, or group of persons acting
in concert, seeking to acquire control of a licensee shall obtain the
written approval of the department before acquiring control. An
individual:
(1) is not considered to acquire control of a licensee; and
(2) is not subject to the acquisition of control provisions set forth
in this chapter;
when that individual becomes a key individual in the ordinary course
of business.
(b) A person, or group of persons acting in concert, seeking to
acquire control of a licensee shall, in cooperation with the licensee,
submit:
(1) an application in a form and by a medium prescribed by the
director; and
(2) a nonrefundable fee, as determined by the department, with
the request for approval. The nonrefundable fee established under
this subdivision shall not exceed two thousand five hundred
dollars ($2,500). Until the department establishes the
nonrefundable fee under IC 28-11-3-5, the nonrefundable fee
shall be one thousand five hundred dollars ($1,500).
(c) Upon request, the director may permit a licensee or the:
(1) person; or
(2) group of persons acting in concert;
seeking to acquire control of the licensee, to submit some or all
information required in an application under subsection (b)(1) without
using the NMLSR.
(d) The application required under subsection (b)(1) must include
information required by section 504 of this chapter for any new key
individuals that have not previously completed the requirements of
section 504 of this chapter for a licensee.
(e) Subject to subsection (f), when an application for acquisition of
control appears to include all the items, and to address all the matters,
that are required for an application for change in control, as determined
by the director, the application is considered complete, and the director
shall promptly notify the applicant, in a record, of the date on which the
application is determined to be complete, and:
(1) the department shall approve or deny the application not later
than sixty (60) days after the completion date, as determined in
accordance with this subsection; or
(2) if the application is not approved or denied not later than sixty
(60) days after the completion date:
(A) the application is considered approved; and
(B) the person, or group of persons acting in concert, seeking to
acquire control of the licensee is not prohibited from acquiring
control.
However, the director may for good cause extend the sixty (60) day
period described in this subsection.
(f) A determination by the director that an application is complete
and is accepted for processing means only that the application, on its
face, appears to:
(1) include all of the items; and
(2) address all of the matters;
that are required for an application for acquisition of control under this
chapter, and is not an assessment of the substance of the application or
of the sufficiency of the information provided.
(g) When an application is filed and considered complete under
subsection (e), the director shall investigate the financial condition and
responsibility, financial and business experience, character, and general
fitness of the person, or group of persons acting in concert, seeking to
acquire control. The department shall approve an acquisition of control
under this section if the department finds that all of the following
conditions have been met:
(1) The requirements set forth in subsections (b) and (d) have
been met, as applicable.
(2) Both the:
(A) financial condition and responsibility, financial and
business experience, competence, character, and general fitness
of the person, or group of persons acting in concert, seeking to
acquire control; and
(B) competence, experience, character, and general fitness of
the key individuals and persons that would be in control of the
licensee after the acquisition of control;
indicate that it is in the interest of the public to permit the person,
or group of persons acting in concert, to control the licensee.
(h) If an applicant avails itself of, or is otherwise subject to, a
multistate licensing process:
(1) the director may accept the investigation results of a lead
investigative state for the purpose of subsection (g) if the lead
investigative state has sufficient staffing, expertise, and minimum
standards; or
(2) if Indiana is a lead investigative state, the director may
investigate the applicant pursuant to subsection (g) and to the
time frames established by agreement through the multistate
licensing process.
(i) The department shall issue a formal written notice of the denial
of an application to acquire control not later than thirty (30) days after
the decision to deny the application. The department shall set forth in
the notice of denial the specific reasons for the denial of the
application. An applicant whose application is denied by the
department under this subsection may appeal the denial to the
department for an administrative review under IC 4-21.5-3.
(j) The requirements of subsections (a) and (b) do not apply to any
of the following:
(1) A person that acts as a proxy for the sole purpose of voting at
a designated meeting of the:
(A) shareholders;
(B) holders of voting shares; or
(C) voting interests;
of a licensee or a person in control of a licensee.
(2) A person that acquires control of a licensee as a conservator
or as an officer appointed by a court of competent jurisdiction or
by operation of law.
(3) A person that is exempt under section 301 of this chapter.
(4) A person that the director determines is not subject to
subsection (a) based on the public interest.
(5) A public offering of securities of a licensee or of a person in
control of a licensee.
(6) An internal reorganization of a person in control of the
licensee if the ultimate person in control of the licensee remains
the same.
(k) A person described in subsection (j)(2), (j)(3), (j)(5), or (j)(6),
in cooperation with the licensee, shall notify the director not later than
fifteen (15) days after the acquisition of control.
(l) The requirements of subsections (a) and (b) do not apply to a
person that has complied with, and received approval to engage in, the
business of offering or providing earned wage access services under
this chapter, or that was identified as a person in control in a prior
application filed with and approved by the department, if all of the
following apply:
(1) The person has not:
(A) had a license revoked or suspended; or
(B) controlled a licensee that has had a license revoked or
suspended while the person was in control of the licensee;
in the most recent five (5) years.
(2) The licensee to be acquired will not implement any material
changes to its business plan as a result of the acquisition of
control, and if the person acquiring control is a licensee, the
person acquiring control also will not implement any material
changes to its business plan as a licensee as a result of the
acquisition of control.
(3) The person provides notice of the acquisition in cooperation
with the licensee and attests to meeting the requirements set forth
in subdivisions (1) and (2) in a form and by a medium prescribed
by the director.
If the notice described in subdivision (3) is not disapproved within
thirty (30) days after the date on which the notice is determined to be
complete by the director, the notice is considered approved.
(m) Before filing an application for approval to acquire control of
a licensee, a person may request in writing a determination from the
director as to whether the person would be considered a person in
control of a licensee upon consummation of a proposed transaction. If
the director determines that the person would not be a person in control
of a licensee, the proposed person and transaction is not subject to the
requirements of subsections (a) and (b).
(n) If a multistate licensing process includes a determination
described in subsection (m), and an applicant avails itself of, or is
otherwise subject to, the multistate licensing process:
(1) the director may accept the control determination of a lead
investigative state with sufficient staffing, expertise, and
minimum standards for the purpose of subsection (m); or
(2) if Indiana is a lead investigative state, the director may
investigate the applicant pursuant to subsection (m) and to the
time frames established by agreement through the multistate
licensing process.