§ 1221. Transactions by officers, directors and certain shareowners in
the insurer's shares. (a) Every person who directly or indirectly owns
beneficially more than ten percent of any class of shares of a domestic
insurer or is a director or officer thereof shall file in the office of
the superintendent:

(1) within ten days after he becomes such owner, director or officer a
statement, in form prescribed by the superintendent, of the amount of
all such shares of which he is the beneficial owner, and

(2) within ten days after the close of each calendar month in which a
change in such ownership occurs a statement, in such form as the
superintendent may prescribe, indicating his ownership at the close of
such calendar month and such changes in his ownership as have occurred
during such calendar month.

(b) To prevent unfair use of any information obtained by such
beneficial owner, director or officer by reason of his relationship to
such insurer, any profit realized by him from any purchase and sale, or
any sale and purchase, of the insurer's shares within any period of less
than six months, unless the shares were acquired in good faith in
connection with a debt previously contracted, shall inure to and be
recoverable by the insurer, irrespective of any intention he had in
entering into such transaction to hold the shares purchased or not to
repurchase the shares sold for a period exceeding six months. A
proceeding to recover such profit may be instituted at law or in equity
in any court of competent jurisdiction by the insurer or by the owner of
any shares of the insurer in the insurer's name and behalf if it fails
or refuses to bring such suit within sixty days after request or fails
diligently to prosecute it; but no such suit shall be brought more than
two years after the date such profit was realized. This subsection
shall not apply to any transaction where such beneficial owner was not
such at the time of both the purchase and sale, or both the sale and
purchase, of the shares involved, or any transaction which the
superintendent may by rules and regulations exempt as not comprehended
within the purpose of this subsection.

(c) It shall be unlawful for any such beneficial owner, director or
officer, directly or indirectly, to sell any shares of such insurer if
the person selling the shares or his principal either does not own the
shares sold, or, if owning them, does not deliver them against such sale
within twenty days thereafter, or does not within five days after such
sale deposit them in the mails or other usual channels of
transportation; but no person shall be deemed to have violated this
subsection if he proves that notwithstanding the exercise of good faith
he was unable to make such delivery or deposit within such time, or that
to do so would cause undue inconvenience or expense.