§ 1506. Acquisition or retention of control of insurers. (a) No
person, other than an authorized insurer, shall acquire control of any
domestic insurer, whether by purchase of its securities or otherwise,
unless:

(1) it gives twenty days written notice to the insurer, or such
shorter period of notice as the superintendent permits, of its intention
to acquire control, provided that the notice shall include an agreement
by the person seeking to acquire control that the person will provide
the annual report specified in section one thousand five hundred three
of this article for so long as control exists; and

(2) it receives the superintendent's prior approval.

(b) The superintendent shall disapprove such acquisition if he
determines, after notice and an opportunity to be heard, that such
action is reasonably necessary to protect the interests of the people of
this state. Only the following factors may be considered in making such
determination:

(1) the financial condition of the acquiring person and the insurer;

(2) the trustworthiness of the acquiring person or any of its officers
or directors;

(3) a plan for the proper and effective conduct of the insurer's
operations;

(4) the source of the funds or assets for the acquisition;

(5) the fairness of any exchange of shares, assets, cash or other
consideration for the shares or assets to be received;

(6) whether the effect of the acquisition may be substantially to
lessen competition in any line of commerce in insurance or to tend to
create a monopoly therein; and

(7) whether the acquisition is likely to be hazardous or prejudicial
to the insurer's policyholders or shareholders.

(c) (1) The following conditions affecting any controlled insurer,
regardless of when such control has been acquired, are violations of
this article:

(A) the controlling person or any of its officers or directors have
demonstrated untrustworthiness; and

(B) the effect of retention of control, in the case of a domestic
controlled insurer, may be substantially to lessen competition in any
line of commerce in insurance or to tend to create a monopoly therein,
or, in the case of a foreign or alien controlled insurer, may be
substantially to lessen competition in any line of commerce in insurance
in this state or to tend to create a monopoly therein.

(2) If, after notice and an opportunity to be heard, the
superintendent determines that any of the foregoing violations exists,
he shall issue an order based on written findings and cause the same to
be served upon the insurer and all persons affected thereby directing
any person found to be in violation hereof to take appropriate action to
cure such violation. Upon the failure of any such person to comply with
such order, section one thousand five hundred ten of this article shall
become applicable.

(d) The superintendent may require the submission of such information
as he deems necessary to determine whether any acquisition or retention
of control complies with this article and may require, as a condition of
approval of such acquisition or retention of control, that all or any
portion of such information be disclosed to the insurer's shareholders.

(e) Unless subject to registration under section one thousand five
hundred three of this article, or unless acquisition of its control is
subject to subsections (a) and (b) hereof, every authorized insurer
shall, within thirty days after any event requiring notice hereunder,
notify the superintendent in writing of the identity of any person whom
the insurer then knows or has reason to believe controls, or has taken
any action, other than preliminary negotiations or discussions, to
acquire control of the insurer.

(f) Any holding company seeking to divest its controlling interest in
a domestic insurer, in any manner, shall file with the superintendent,
with a copy to the insurer, notice of its proposed divestiture at least
thirty days prior to the cessation of control, provided, however that
this subsection shall not apply if notice is provided as required by
subsection (a) of this section.