8-2716. Licensee; application to acquire control; approval or denial; procedure; appeal; applicability of provisions.

910 words·~4 min read·/ne/chapter-8/8-2716

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(1)Any person, or group of persons acting in concert, seeking to acquire control of a licensee shall obtain the written approval of the director prior to acquiring control. An individual is not deemed to acquire control of a licensee and is not subject to this section when that individual becomes a key individual for a licensee in the ordinary course of business.

(2)A person, or group of persons acting in concert, seeking to acquire control of a licensee shall, in cooperation with the licensee:

(a)Submit an application in a form and in a medium prescribed by the director; and

(b)Submit a nonrefundable fee of one thousand five hundred dollars with the request for approval.

(3)Upon request, the director may permit a licensee or the person, or group of persons acting in concert, to submit some or all information required by the director pursuant to this section without using the Nationwide Mortgage Licensing System and Registry.

(4)The application required by this section shall include the information required by section 8-2712 for any new key individuals that have not previously completed the requirements of section 8-2712 for a licensee.

(5)When the director determines an application for acquisition of control under this section appears to include all the items and address all of the matters that are required, the application shall be considered complete and the director shall promptly notify the applicant in writing of the date on which the application was determined to be complete.

(6)The director shall approve or deny the application within sixty days after the completion date and, if the application is not approved or denied by the director within sixty days after the completion date, the application is deemed approved and the person, or group of persons acting in concert, are not prohibited from acquiring control of the licensee. The director may for good cause extend such sixty-day period.

(7)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 include all of the items and address all of the matters that are required, and is not an assessment of the substance of the application or of the sufficiency of the information provided.

(8)When an application is filed and considered complete under this section, the director shall investigate the financial condition, financial responsibility, financial and business experience, character, and general fitness of the person, or group of persons acting in concert, seeking to acquire control. The director shall approve an acquisition of control pursuant to this section if the director finds that all of the following conditions have been fulfilled:

(a)The requirements of subsections

(1)and

(2)of this section have been met, as applicable; and

(b)The financial condition, financial 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 the 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.

(9)The director shall issue a formal written notice of the denial of an application to acquire control within thirty days after the decision to deny the application. The director 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 director under this section may appeal within thirty days after receipt of the written notice of the denial. The appeal shall be in accordance with the Administrative Procedure Act.

(10)The requirements of this section do not apply to any of the following:

(a)A person that acts as a proxy for the sole purpose of voting at a designated meeting of the shareholders or holders of voting shares or voting interests of a licensee or a person in control of a licensee;

(b)A person that acquires control of a licensee by devise or descent;

(c)A person that acquires control of a licensee as a personal representative, custodian, guardian, conservator, or trustee, or as an officer appointed by a court of competent jurisdiction or by operation of law;

(d)A person that is exempt under subdivision

(7)of section 8-2703 ;

(e)A person that the director determines is not subject to this section based on the public interest;

(f)A public offering of securities of a licensee or a person in control of a licensee; or

(g)An internal reorganization of a person in control of the licensee where the ultimate person in control of the licensee remains the same.

(11)Persons described in subdivisions (10)(a), (b), (c), (d), (f), and

(g)of this section, in cooperation with the licensee, shall notify the director within fifteen days after the acquisition of control.

(12)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 this section.