§ 652-A — Changes in control

New York § 652-A

• Jurisdiction: New York
• Law BNK: Banking
• Art. 13-B: Transmitters of Money

Text

§ 652-a. Changes in control. 1. It shall be unlawful except with the\nprior approval of the superintendent for any action to be taken which\nresults in a change of control of the business of a licensee. Prior to\nany change of control, the person desirous of acquiring control of the\nbusiness of a licensee shall make written application to the\nsuperintendent and pay an investigation fee as prescribed pursuant to\nsection eighteen-a of this chapter to the superintendent. The\napplication shall contain such information as the superintendent, by\nrule or regulation, may prescribe as necessary or appropriate for the\npurpose of making the determination required by subdivision two of this\nsection.\n 2. The superintendent shall disapprove the proposed change of control\nof a licensee if, after notice to and an opportunity to be heard by the\napplicant and such licensee, he finds the acquisition of control therein\ncontrary to law or determines that disapproval is reasonably necessary\nto protect the interest of the people of this state. In making such\ndetermination, the superintendent shall consider (a) whether the\ncharacter, responsibility and general fitness of the person which seeks\nto control such licensee are such as to command confidence and warrant\nbelief that the business of such licensee will be honestly and\nefficiently conducted in a manner consistent with the public interest,\n(b) whether the exercise of control may impair the safe and sound\nconduct of the business of such licensee, the conservation of its assets\nor public confidence in its business, and (c) primarily, the public\ninterest and the needs and convenience thereof. Unless the\nsuperintendent shall have denied such application in writing within one\nhundred fifty days of the filing thereof, such application shall be\ndeemed approved. If the superintendent disapproves such application, or,\nif no such application has been made, upon consummation of the\nacquisition of control, the license of the licensee shall become null\nand void and the applicant or licensee, whoever has possession of such\nlicense, shall forthwith surrender to the superintendent the license\ntheretofore in effect.\n 3. For a period of six months from the date of qualification thereof\nand for such additional period of time as the superintendent may\nprescribe, in writing, the provisions of subdivisions one and two of\nthis section shall not apply to a transfer of control by operation of\nlaw to the legal representative, as hereinafter defined, of one who has\ncontrol of a licensee. Thereafter, such legal representative shall\ncomply with the provisions of subdivisions one and two of this section.\nThe provisions of subdivisions one and two of this section shall be\napplicable to an application made under such section by a legal\nrepresentative.\n The term "legal representative", for the purposes of this section,\nshall mean one duly appointed by a court of competent jurisdiction to\nact as executor, administrator, trustee, committee, conservator or\nreceiver, including one who succeeds a legal representative and one\nacting in an ancillary capacity thereto in accordance with the\nprovisions of such court appointment.\n 4. As used in this section the term "control" means the possession,\ndirectly or indirectly, of the power to direct or cause the direction of\nthe management and policies of a licensee, whether through the ownership\nof voting stock of such licensee, the ownership of voting stock of any\nperson which possesses such power or otherwise. Control shall be\npresumed to exist if any person directly or indirectly, owns, controls,\nor holds with power to vote twenty-five per centum or more of the voting\nstock of any licensee or of any person which owns, controls or holds\nwith power to vote twenty-five per centum or more of the voting stock of\nsuch licensee, but no person shall be deemed to control a licensee\nsolely by reason of his being an officer or director of such licensee or\nperson. The superintendent may in his discretion, upon the application\nof a licensee or any person who, directly or indirectly, owns, controls\nor holds with power to vote or seeks to own, control or hold with power\nto vote any voting stock of such licensee, determine whether or not the\nownership, control or holding of such voting stock constitutes or would\nconstitute control of such licensee for purposes of this section.\n