Disapproval of Acquisition by Commissioner — Hearing

  1. Law
  2. Tennessee Code
  3. Insurance
  4. Merger, Consolidation and Exchange of Stock
  5. Tender Offers
  6. Disapproval of Acquisition by Commissioner — Hearing

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The acquisitions referred to in §56-10-202 may be made unless the commissioner, within sixty (60) days after the statement required by §56-10-202 has been filed with the commissioner, disapproves the acquisitions; provided, that the commissioner shall have one hundred twenty (120) days within which to disapprove the acquisitions if within the sixty-day period the commissioner calls a public hearing and holds the public hearing within the one hundred twenty-day period. The commissioner shall call and hold the public hearing within the one hundred twenty-day period if requested to do so by the insurer referred to in § 56-10-202 within the sixty-day period. The commissioner may disapprove the transaction if it is found that:

  1. Upon completion of the acquisition, the domestic insurer referred to in § 56-10-202 would be unable to satisfy the requirements for the issuance of a license to write the line or lines of insurance for which it is presently licensed;
  2. The financial condition of the acquiring person is such as might jeopardize the financial stability of the insurer, or prejudice the interests of its policyholders or, in the case of a possible acquisition of control other than by merger or consolidation, prejudice the interests of any remaining shareholders who are unaffiliated with the acquiring person;
  3. The plans or proposals that the acquiring person has to liquidate the insurer, to sell its assets or to merge or consolidate it with any person, or to make any other major change in its business or corporate structure or management, are unfair or prejudicial to policyholders; or
  4. The competence, experience and integrity of those persons who would control the operation of the domestic insurer referred to in § 56-10-202 indicate that it would not be in the best interest of the policyholders and shareholders of the insurer or in the public interest to permit them to do so.


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