NY Ins L § 1204 (2021)
2021 New York Laws ISC - Insurance Article 12 - Organization and Corporate Procedure 1204 - Sale of Insurance Securities.

§ 1204. Sale of insurance securities. (a) Subject to the provisions of subsection (e) hereof, no person, firm, association or corporation shall in  this state sell or propose to sell to the public any security issued by any insurer not authorized to  do  business  in  this  state,  unless licensed  to  do  so  under  this  section.  In  this  subsection and in subsection  (b)  hereof,  "insurer"  includes  any   corporation   whose securities  are  to  be sold or offered for sale (except by exchange for shares  or  assets  and  except  securities  issued  upon  a  merger  in conversion  of  securities  of  a merging company) primarily to acquire, organize or finance the operations of another insurer not authorized  to do  business  in  this  state  which  is, or as a result of applying the proceeds of such offering will be, a subsidiary of such corporation.  (b) The superintendent may issue a license to a  named  person,  firm, association  or corporation to sell and propose to sell to the public in this state the specified securities of  a  specified  insurer  or  other company  subject  to  subsection  (a)  hereof.  The applicant for such a license shall submit a written application, subscribed by the  applicant and  affirmed  by  him  as  true  under  the  penalties  of  perjury and containing such information as the superintendent may require, including the following: the name, residence address,  business  address  in  this state  and  previous  business  experience  of the applicant and of such insurer  and  of  his  or  its  officers,  members  and  employees,  and information  as to their trustworthiness; a copy of every security to be offered for sale; a statement in detail as to  the  insurer's  financial condition,  plans  and  purposes, the amount and par value of securities and their selling price, the manner in which the proceeds of sale are to be used, the rate of commissions to be paid for the sale of  securities, the salaries to be paid to the insurer's officers, and the safeguards to be  provided against diversion of proceeds from such plans and purposes. Before issuing  any  such  license  the  superintendent  may  make  such examination  of the affairs of the proposed licensee and of such insurer as he deems expedient. The  superintendent  may  refuse  to  issue  such license,  or may after notice and hearing revoke such license, if in his judgment such refusal or revocation will best promote the  interests  of the  people  of this state. Such license shall be for a term of one year unless sooner revoked.  No  license  to  sell  or  to  propose  to  sell securities  of  any foreign or alien insurer shall be issued unless such insurer is qualified to obtain a license to do an insurance business  in this  state or, in the case of a corporation described in subsection (a) hereof, unless the insurer subsidiary is so qualified.  (c) No person, firm, association or corporation shall  in  this  state issue,  circulate  or  distribute any advertisement, circular, letter or other public announcement in connection with the sale or  proposed  sale to  the  public  in this state of any securities of any insurer unless a copy of such announcement has been filed  with  the  superintendent  and approved  by  him.  The superintendent may approve any such announcement if, after such examination or investigation as he sees fit, he finds  it is  not  false,  misleading  or  likely  to  deceive the public. In this subsection, "insurer" shall include any corporation whose securities are to be sold or offered for sale (except by exchange for shares or  assets and  other  than  securities  issued  upon  a  merger  in  conversion of securities of a merging  company)  primarily  to  acquire,  organize  or finance  the  operations  of another insurer which is, or as a result of applying the proceeds of such offering will be,  a  subsidiary  of  such corporation;  provided  that  examination  or  investigation of any such corporation shall be limited to matters relating to  the  operations  of the insurance subsidiary.  (d) Every such license to sell or propose to sell the securities of an insurer  shall  state  conspicuously in bold-face type: "The issuance of this license by the superintendent of financial  services  of  New  York does  not  constitute  a recommendation of these securities." No person, firm, association or corporation shall represent that the superintendent or  the  department  of  financial services or the state of New York has recommended any securities for purchase. The superintendent may  in  his discretion  require  the  insertion  in  any  public  announcement to be approved by him of a statement that such approval does not constitute  a recommendation of the securities therein referred to.  (e)  This  section shall not apply to the selling or proposing to sell securities after one year from the first date upon  which  the  security was offered to the public in this state, except that subsections (c) and (d)  hereof shall apply to any insurer authorized to do business in this state and to any other corporation described in subsection (c) hereof.  (f) (1) This section shall not apply to  annuities  or  agreements  to provide  for  annuities  issued or to be issued by an authorized insurer pursuant to section four thousand two hundred forty of this chapter.  (2) The superintendent may by order or  regulation  exempt  any  other security or class thereof from all or part of this section on such terms and  conditions  as  he  deems  appropriate  upon  a  finding  that  its application thereto is not necessary to protect the public.