Section 27-14.5-3-7 - Alternative procedure for offer and sale of capital stockA reorganized insurer or intermediate stock holding company may offer and sell voting capital stock without complying with sections 2 through 6 of this chapter if the board of directors of the reorganized insurer or intermediate stock holding company approves the offer and sale and each of the following conditions are satisfied:
(1) The offer is not the first offering of voting capital stock by the reorganized insurer or intermediate stock holding company to a person or persons other than a mutual insurance holding company or intermediate stock holding company.(2) The stock that is to be offered and sold is:(A) listed or approved for listing upon notice of issuance on the New York Stock Exchange, the Nasdaq Stock Market, LLC, or any other exchange approved and designated by the commissioner; or(B) of senior rank or substantially equal rank to stock of the same issuer that is listed or designated under clause (A).(3) The reorganized insurer or intermediate stock holding company intending to make the offering delivers to the commissioner, at least thirty (30) days before commencing the offering, a notice containing the following information: (A) The name of the entity intending to make the offering and the affiliated mutual insurance holding company.(B) The total number and type of shares that are intended to be offered.(C) The intended date of the sale and whether the sale will be by an underwritten public offering, a private offering, or otherwise.(D) The exchanges on which the shares (or shares of junior or substantially equal rank) are listed, or the national market systems on which the shares are designated (demonstrating compliance with subdivision (2)), together with the symbols under which the shares are traded.(E) A record of the trading price and trading volume of the previously issued voting capital stock shares during the immediately preceding fifty-two (52) weeks or shorter period of time if trading for a shorter period of time.(4) The commissioner does not issue a written objection to the offering and sale of voting capital stock under this section without compliance with sections 2 through 6 of this chapter within twenty (20) days after the commissioner receives the notice filed under subdivision (3).(5) The offer and sale of stock is completed not more than one hundred eighty (180) days after the commissioner receives the notice filed under subdivision (3), except as otherwise provided by order of the commissioner.Added by P.L. 226-2023,SEC. 30, eff. 5/1/2023.