2023 Arizona Revised Statutes › Title 6 - Banks and Financial Institutions › § 6-1214 - Acquisition of control

6-1214.
Acquisition of control
A. Any person or group of persons acting in concert,  seeking to acquire control of a licensee,  shall obtain the written approval of the director before acquiring control. An individual is not deemed to acquire control of a licensee and is not subject to this section when the individual becomes a key individual in the ordinary course of business.
B. A person or group of persons acting in concert,  seeking to acquire control of a licensee,  in cooperation with the licensee shall:
1. Submit an application in a form prescribed by the director.
2. Submit a nonrefundable fee as prescribed in section 6-126.
C. On request,  the director may allow a licensee or the person or group of persons acting in concert to submit some or all information required by the director pursuant to subsection B,  paragraph 1 of this section without using NMLS.
D. The application required by subsection B,  paragraph 1 of this section shall include information required by section 6-1210 for any new key individuals that have not previously completed the requirements of section 6-1210 for a licensee.
E. When an application for acquisition of control under this section appears to include all of the items and address all of the matters that are required,  the application shall be considered complete. The director shall promptly notify the applicant in a record of the date on which the application was determined to be complete and all of the following apply:
1. The director shall approve or deny the application within sixty days after the completion date.
2. If the application is not approved or denied within sixty days after the completion date:
(a) The application is approved.
(b) The person or group of persons acting in concert is not prohibited from acquiring control.
3. The director may extend the application period for good cause.
F. A determination by the director that an application is complete and is accepted for processing means only that the application appears to include all of the items and address all of the matters that are required and is not an assessment of the substance of the application or of the sufficiency of the information provided.
G. When an application is filed and considered complete under subsection E of this section,  the director shall investigate the financial condition and responsibility,  financial and business experience,  character and general fitness of the person or group of persons acting in concert,  seeking to acquire control. The director shall approve an acquisition of control pursuant to this section if the director finds that all of the following conditions have been fulfilled:
1. The requirements of subsections B and D of this section have been met,  as applicable.
2. The financial condition and responsibility,  financial and business experience,  competence,  character and general fitness of the person or group of persons acting in concert,  seeking to acquire control and the competence,  experience,  character and general fitness of the key individuals and persons that would be in control of the licensee after the acquisition of control indicate that it is in the interest of the public to allow the person or group of persons acting in concert to control the licensee.
H. If an applicant participates in a multistate licensing process:
1. The director may accept the investigation results of a lead investigative state for the purpose of subsection G of this section if the lead investigative state has sufficient staffing,  expertise and minimum standards.
2. If this state is a lead investigative state,  the director may investigate the applicant pursuant to subsection G of this section and the time frames established by agreement through the multistate licensing process apply.
I. The director shall issue a formal written notice of the denial of an application to acquire control within thirty days after the decision is made to deny the application. The director shall set forth in the notice of denial the specific reasons for the denial of the application and inform the applicant of its right to appeal pursuant to title 41,  chapter 6,  article 10.
J. The requirements of subsections A and B of this section do not apply to any of the following:
1. A person that acts as a proxy for the sole purpose of voting at a designated meeting of the shareholders or holders of voting shares or voting interests of a licensee or a person in control of a licensee.
2. A person that acquires control of a licensee by devise or descent.
3. A person that acquires control of a licensee as a personal representative,  custodian,  guardian,  conservator or trustee or as an officer appointed by a court of competent jurisdiction or by operation of law.
4. A person that is exempt under section 6-1202,  subsection A,  paragraph 7.
5. A person that the director determines is not subject to subsection A of this section based on the public interest.
6. A public offering of securities of a licensee or a person in control of a licensee.
7. An internal reorganization of a person in control of the licensee in which the ultimate person in control of the licensee remains the same.
K. Persons prescribed in subsection J,  paragraphs 2,  3,  4,  6 and 7 of this section,  in cooperation with the licensee,  shall notify the director within fifteen days after the acquisition of control.
L. The requirements of subsections A and B of this section do not apply to a person that receives approval to engage in money transmission under this article or is identified as a person in control in a prior application filed with and approved by the director or by a money services business accredited state pursuant to a multistate licensing process,  if:
1. The person has not had a license revoked or suspended or controlled a licensee that has had a license revoked or suspended while the person was in control of the licensee in the previous five years.
2. The person is a licensee and well managed and receives at least a satisfactory rating for compliance at its most recent examination by an money services business accredited state if a rating was given.
3. The licensee to be acquired is projected to meet the requirements of sections 6-1227,  6-1228 and 6-1229 after the acquisition of control is completed and if the person acquiring control is a licensee,  that licensee is also projected to meet the requirements of sections 6-1227,  6-1228 and 6-1229 after the acquisition of control is completed.
4. The licensee to be acquired will not implement any material changes to its business plan as a result of the acquisition of control and if the person acquiring control is a licensee,  that licensee will not implement any material changes to its business plan as a result of the acquisition of control.
5. The person provides notice of the acquisition in cooperation with the licensee and attests to paragraphs 1 through 4 of this subsection in a form prescribed by the director. If the notice is not disapproved within thirty days after the date on which the notice was determined to be complete,  the notice is deemed approved.
M. Before filing an application for approval to acquire control of a licensee,  a person may request in writing a determination from the director as to whether the person would be considered a person in control of a licensee on consummation of a proposed transaction. If the director determines that the person would not be a person in control of a licensee,  the proposed person and transaction is not subject to the requirements of subsections A and B of this section.
N. If a multistate licensing process includes a determination pursuant to subsection M of this section and an applicant is subject to the multistate licensing process:
1. The director may accept the control determination of a lead investigative state with sufficient staffing,  expertise and minimum standards.
2. If this state is a lead investigative state,  the director may investigate the applicant subject to the time frames established by agreement through the multistate licensing process.