Ch. 36

1995 LAWS OF MARYLAND

In subsection (a)(1)(i) of this section, the former word "requests" is deleted as
included in the word "invitations". Similarly, in subsection (b)(1)(i) of this
section, the reference to materials "inviting" tender offers is substituted for
the former reference to material "soliciting or requesting" tender offers for
consistency.

As to the deletion, in subsection (a)(2)(ii) and (b)(1) of this section, of the
former references to "rule", see the General Revisor's Note to this article.

Defined terms: "Commissioner" § 1-101
"Control" § 1-101
"Domestic insurer" § 1-101
"Insurance holding company" § 7-101
"Person" § 1-101

7-306. REVIEW OF TRANSACTIONS BY COMMISSIONER.

(A)     IN GENERAL.

A TRANSACTION SUBJECT TO THIS SUBTITLE MAY NOT BE MADE UNLESS,
WITHIN 60 DAYS AFTER THE STATEMENT REQUIRED BY § 7-304 OF THIS SUBTITLE IS
FILED WITH THE COMMISSIONER OR WITHIN ANY EXTENSION OF THAT PERIOD, THE
COMMISSIONER APPROVES THE TRANSACTION OR DOES NOT DISAPPROVE THE
TRANSACTION.

(B)      GROUNDS FOR DISAPPROVAL OF TRANSACTION.

SUBJECT TO SUBSECTION (C) OF THIS SECTION, THE COMMISSIONER SHALL
DISAPPROVE A PROPOSED TRANSACTION SUBJECT TO THIS SUBTITLE IF THE
COMMISSIONER FINDS THAT:

(1)      AFTER THE TRANSACTION, THE DOMESTIC INSURER COULD NOT
SATISFY THE REQUIREMENTS FOR THE ISSUANCE OF A CERTIFICATE OF
AUTHORITY TO ENGAGE IN THE INSURANCE BUSINESS WHICH IT INTENDS TO
TRANSACT IN THE STATE, TAKING INTO CONSIDERATION THE FINANCIAL AND
MANAGERIAL RESOURCES AND FUTURE PROSPECTS OF THE DOMESTIC INSURER;

(2)      THE TRANSACTION MAY SUBSTANTIALLY LESSEN COMPETITION IN
INSURANCE IN THE STATE OR TEND TO CREATE A MONOPOLY;

(3)      THE FINANCIAL CONDITION OF AN ACQUIRING PERSON MIGHT
JEOPARDIZE THE FINANCIAL STABILITY OF THE DOMESTIC INSURER OR PREJUDICE
THE INTERESTS OF ITS POLICYHOLDERS OR, IN THE CASE OF AN ACQUISITION OF
CONTROL, THE INTERESTS OF ANY REMAINING STOCKHOLDERS WHO ARE
UNAFFILIATED WITH THE ACQUIRING PERSON;

(4)      THE ACQUIRING PERSON HAS PLANS OR PROPOSALS THAT ARE
UNFAIR OR PREJUDICIAL TO POLICYHOLDERS FOR LIQUIDATING THE DOMESTIC
INSURER, SELLING ITS ASSETS, MERGING IT WITH ANOTHER PERSON, OR MAKING
ANY OTHER MAJOR CHANGE IN ITS BUSINESS OR CORPORATE STRUCTURE OR
MANAGEMENT;

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