3692

VETOES

INTO UNLESS THE INSURER HAS NOTIFIED THE COMMISSIONER IN WRITING
OF ITS INTENTION TO ENTER INTO SUCH TRANSACTION AT LEAST 30 DAYS
PRIOR THERETO, OR SUCH SHORTER PERIOD AS THE COMMISSIONER MAY
PERMIT, AND THE COMMISSIONER HAS NOT DISAPPROVED IT WITHIN SUCH
PERIOD:

(1)  SALES, PURCHASES, EXCHANGES, LOANS OR EXTENSIONS
OF CREDIT, GUARANTEES, OR INVESTMENTS PROVIDED THAT, AS OF THE
DECEMBER 31 NEXT PRECEDING, SUCH TRANSACTIONS ARE EQUAL TO OR
EXCEED:

(I)  WITH RESPECT TO NONLIFE INSURERS, THE
LESSER OF 3 PERCENT OF THE INSURER'S ADMITTED ASSETS OR 25
PERCENT OF SURPLUS AS REGARDS POLICYHOLDERS;

(II)  WITH RESPECT TO LIFE INSURERS, 3 PERCENT
OF THE INSURER'S ADMITTED ASSETS;

(2)  LOANS OR EXTENSIONS OF CREDIT TO ANY PERSON WHO
IS NOT AN AFFILIATE, WHERE THE INSURER MAKES SUCH LOANS OR
EXTENSIONS OF CREDIT WITH THE AGREEMENT OR UNDERSTANDING THAT THE
PROCEEDS OF SUCH TRANSACTIONS, IN WHOLE OR IN SUBSTANTIAL PART,
ARE TO BE USED TO MAKE LOANS OR EXTENSIONS OF CREDIT TO PURCHASE
ASSETS OF, OR TO MAKE INVESTMENTS IN, ANY AFFILIATE OF THE
INSURER MAKING SUCH LOANS OR EXTENSIONS OF CREDIT PROVIDED THAT,
AS OF THE DECEMBER 31 NEXT PRECEDING, SUCH TRANSACTIONS ARE EQUAL
OR EXCEED:

(I)  WITH RESPECT TO NONLIFE INSURERS, THE
LESSER OF 3 PERCENT OF THE INSURER'S ADMITTED ASSETS OR 25
PERCENT OF THE SURPLUS AS REGARDS POLICYHOLDERS;

(II)  WITH RESPECT TO LIFE INSURERS, 3 PERCENT
OF THE INSURER'S ADMITTED ASSETS;

(3)  REINSURANCE AGREEMENTS OR MODIFICATIONS THERETO,
IN WHICH, AS OF THE DECEMBER 31 NEXT PRECEDING, THE REINSURANCE
PREMIUM OR A CHANGE IN THE INSURER'S LIABILITIES EQUALS OR
EXCEEDS 5 PERCENT OF THE INSURER'S SURPLUS AS REGARDS
POLICYHOLDERS, AS OF THE 31ST DAY OF DECEMBER NEXT PRECEDING,
INCLUDING THOSE AGREEMENTS WHICH MAY REQUIRE AS CONSIDERATION THE
TRANSFER OF ASSETS FROM AN INSURER TO A NONAFFILIATE IF AN
AGREEMENT OR UNDERSTANDING EXISTS BETWEEN THE INSURER AND
NONAFFILIATE THAT ANY PORTION OF SUCH ASSETS WILL BE TRANSFERRED
TO ONE OR MORE AFFILIATES OF THE INSURER;

(4)  MANAGEMENT AGREEMENTS, SERVICE CONTRACTS, AND ALL
COST-SHARING ARRANGEMENTS; AND

(5)  ANY MATERIAL TRANSACTIONS, SPECIFIED BY
REGULATION, WHICH THE COMMISSIONER DETERMINES MAY ADVERSELY
AFFECT THE INTERESTS OF THE INSURER'S POLICYHOLDERS.

(D) (1) A DOMESTIC INSURER MAY NOT ENTER INTO TRANSACTIONS,
WHICH ARE PART OF A PLAN OR SERIES OF LIKE TRANSACTIONS WITH
PERSONS WITHIN THE HOLDING COMPANY SYSTEM, IF THE PURPOSE OF