§ 26.1-05-12 — Gains to benefit company - Suit to recover

For the purpose of preventing the unfair use of information which may have been obtained
by a beneficial owner, director, or officer by reason of the relationship to a domestic stock
insurance company, any profit realized by that person from any purchase and sale, or any sale
and purchase, of any equity security of the company within any period of less than six months,
unless the security was acquired in good faith in connection with a debt previously contracted,
inures to and is recoverable by the company, irrespective of any intention on the part of the
beneficial owner, director, or officer in entering into the transaction of holding the security
purchased or of not repurchasing the security sold for a period exceeding six months. Suit to
recover the profit may be instituted at law or in equity in any court of competent jurisdiction by
the company, or by the owner of any security of the company in the name and in behalf of the
company if the company fails or refuses to bring suit within sixty days after request or fails
diligently to prosecute the suit; but no suit may be brought more than two years after the date
the profit was realized. This section does not cover any transaction if the beneficial owner was
not such both at the time of the purchase and sale, or the sale and purchase, of the security
involved, or any transaction or transactions which the commissioner by rule exempts as not
comprehended within the purpose of this section.