69O-143.056. Acquisition of Controlling Stock

(1) Any person, individually or in conjunction with any affiliated person acquiring, directly or indirectly, or who concludes a tender offer or exchange offer for, enters into any agreement to exchange securities for, or acquires 10% or more of the outstanding voting capital stock of a Florida domestic insurer shall comply with the provisions of Section 628.461, F.S., and this rule.

(2) A retaliatory application fee shall be submitted pursuant to Section 624.5091, F.S. The retaliatory fee is the greater of:

(a) The amount that the applicant’s domiciliary state or country would charge a Florida domestic insurer making application in the applicant’s state or country of domicile; or

(b) The Florida application fee pursuant to Section 624.501(1)(a), F.S.

(3) Officers and directors of the acquiring person shall submit the required background information and fingerprint cards unless the Office determines that the character, background, and managerial experience of those officers or directors is such that the acquisition is not likely to be hazardous or prejudicial to the insureds of the insurer or to the public. In making such a determination, the Office shall consider whether those officers or directors have previously been investigated or had their fingerprints processed within the year immediately preceding the date of the application; whether the acquiring company is a subsidiary or an affiliate of a large, publicly-held corporation; and the number of subsidiaries and affiliates in the corporate group.

(4) The acquiring person shall comply with the instructions contained on Form OIR-C1-918, “Acquisition of Controlling Stock of a Florida Domestic Insurer,” rev. 5/16; http://www.flrules.org/Gateway/reference.asp?No=Ref-06554, and submit the following applicable forms. Forms relating to specific kinds of insurance are to be submitted only by companies issuing policies relating to the kind of insurance specified on the form:

(a) Form OIR-C1-922, “Waiver of Hearing From Seller,” rev. 9/91; http://www.flrules.org/Gateway/reference.asp?No=Ref-06556;

(b) Form OIR-C1-1524, “Uniform Consent to Service of Process,” rev. 8/14; http://www.flrules.org/Gateway/reference.asp?No=Ref-06561;

(c) Form OIR-D0-516, “Insurance Company System Registration Statement,” rev. 5/16; http://www.flrules.org/Gateway/reference.asp?No=Ref-06549;

(d) Form OIR-D0-904, “UCAA Proforma Financial Statements, Life & Health Insurer,” rev. 8/14; http://www.flrules.org/Gateway/reference.asp?No=Ref-06563, http://www.naic.org/documents/industry_ucaa_form13L.xls;

(e) Form OIR-D0-896, “UCAA Proforma Financial Statements, Property and Casualty Insurance Company,” rev. 8/14; http://www.flrules.org/Gateway/reference.asp?No=Ref-06562, http://www.naic.org/documents/industry_ucaa_form13P.xlsm;

(f) Form OIR-D0-2119, “UCAA Proforma Financial Statements, Title Insurance Company,” rev. 8/14; http://www.flrules.org/Gateway/reference.asp?No=Ref-06564, http://www.naic.org/documents/industry_ucaa_form13T.xls;

(g) Form OIR-D0-2165, “UCAA Proforma Financial Statements, Health,” rev. 1/15; http://www.flrules.org/Gateway/reference.asp?No=Ref-06565, http://www.naic.org/documents/industry_ucaa_form13H.xls;

(h) Form OIR-C1-1416, “Uniform Certificate of Authority Application (UCAA) ‒ Lines of Insurance,” rev. 9/15; http://www.flrules.org/Gateway/reference.asp?No=Ref-06559;

(i) Form OIR-C1-1298, “Uniform Certificate of Authority Application (UCAA) ‒ Management Information Form,” rev. 3/15; http://www.flrules.org/Gateway/reference.asp?No=Ref-06557;

(j) Form OIR-C1-938, “Fingerprint Payment and Submission Procedure,” rev. 5/13; http://www.flrules.org/Gateway/reference.asp?No=Ref-06555;

(k) Form OIR-C1-1423, “Biographical Affidavit,” rev. 8/14; http://www.flrules.org/Gateway/reference.asp?No=Ref-06560;

(l) The material required by Form OIR-C1-905, “Instructions for Furnishing Background Investigative Reports,” rev. 2/15; http://www.flrules.org/Gateway/reference.asp?No=Ref-06553; and,

(m) In addition, prior to a final decision on whether to approve the proposed acquisition, the Office shall request such other information as is necessary, depending on the facts and circumstances of the specific persons and entities involved, pursuant to Section 628.461(3), F.S., to determine the character, experience, ability, and other qualifications required by statute, of the person or affiliated person of such person for the protection of the policyholders and shareholders of the insurer and the public. The Office shall make no final decision on any proposed acquisition without complete information, as required by Section 628.461, F.S.

(5) All the forms listed in subsection (4), above, are hereby adopted and incorporated by reference. All the forms (also referred to as the “Acquisition of Controlling Interest of a Domestic Insurer Application Package”) may be obtained from the Office’s website at http://www.floir.com, and shall be submitted electronically via the Office’s iApply system.

Rulemaking Authority 624.308, 628.461(13) FS. Law Implemented 624.307(1), 624.307(3), 624.317, 624.321, 624.34, 624.404, 624.413, 624.424(6), 624.501, 624.5091, 628.051, 628.061, 628.461 FS. History–New 6-7-90, Formerly 4-109.002, Amended 5-12-94, 11-7-00, Formerly 4-143.056, Amended 5-31-16.