2023 New York Laws › BNK - Banking › Article 13-B - Transmitters of Money › 652-A - Changes in Control.

§ 652-a.  Changes  in control. 1. It shall be unlawful except with the
  prior approval of the superintendent for any action to  be  taken  which
  results  in  a change of control of the business of a licensee. Prior to
  any change of control, the person desirous of acquiring control  of  the
  business   of   a   licensee  shall  make  written  application  to  the
  superintendent and pay an investigation fee as  prescribed  pursuant  to
  section   eighteen-a   of   this  chapter  to  the  superintendent.  The
  application shall contain such information  as  the  superintendent,  by
  rule  or  regulation,  may prescribe as necessary or appropriate for the
  purpose of making the determination required by subdivision two of  this
  section.
2.  The superintendent shall disapprove the proposed change of control
  of a licensee if, after notice to and an opportunity to be heard by  the
  applicant and such licensee, he finds the acquisition of control therein
  contrary  to  law or determines that disapproval is reasonably necessary
  to protect the interest of the people of  this  state.  In  making  such
  determination,   the  superintendent  shall  consider  (a)  whether  the
  character, responsibility and general fitness of the person which  seeks
  to  control  such licensee are such as to command confidence and warrant
  belief  that  the  business  of  such  licensee  will  be  honestly  and
  efficiently  conducted  in a manner consistent with the public interest,
  (b) whether the exercise of  control  may  impair  the  safe  and  sound
  conduct of the business of such licensee, the conservation of its assets
  or  public  confidence  in  its  business, and (c) primarily, the public
  interest  and  the   needs   and   convenience   thereof.   Unless   the
  superintendent  shall have denied such application in writing within one
  hundred fifty days of the filing  thereof,  such  application  shall  be
  deemed approved. If the superintendent disapproves such application, or,
  if  no  such  application  has  been  made,  upon  consummation  of  the
  acquisition of control, the license of the licensee  shall  become  null
  and  void  and the applicant or licensee, whoever has possession of such
  license, shall forthwith surrender to  the  superintendent  the  license
  theretofore in effect.
3.  For  a period of six months from the date of qualification thereof
  and for such  additional  period  of  time  as  the  superintendent  may
  prescribe,  in  writing,  the  provisions of subdivisions one and two of
  this section shall not apply to a transfer of control  by  operation  of
  law  to the legal representative, as hereinafter defined, of one who has
  control of a  licensee.  Thereafter,  such  legal  representative  shall
  comply  with the provisions of subdivisions one and two of this section.
  The provisions of subdivisions one and two  of  this  section  shall  be
  applicable  to  an  application  made  under  such  section  by  a legal
  representative.
The term "legal representative", for the  purposes  of  this  section,
  shall  mean  one  duly appointed by a court of competent jurisdiction to
  act as  executor,  administrator,  trustee,  committee,  conservator  or
  receiver,  including  one  who  succeeds  a legal representative and one
  acting  in  an  ancillary  capacity  thereto  in  accordance  with   the
  provisions of such court appointment.
4.  As  used  in this section the term "control" means the possession,
  directly or indirectly, of the power to direct or cause the direction of
  the management and policies of a licensee, whether through the ownership
  of voting stock of such licensee, the ownership of voting stock  of  any
  person  which  possesses  such  power  or  otherwise.  Control  shall be
  presumed to exist if any person directly or indirectly, owns,  controls,
  or holds with power to vote twenty-five per centum or more of the voting
  stock  of  any  licensee  or of any person which owns, controls or holds
  with power to vote twenty-five per centum or more of the voting stock of

  such licensee, but no person shall  be  deemed  to  control  a  licensee
  solely by reason of his being an officer or director of such licensee or
  person.  The  superintendent may in his discretion, upon the application
  of  a licensee or any person who, directly or indirectly, owns, controls
  or holds with power to vote or seeks to own, control or hold with  power
  to  vote any voting stock of such licensee, determine whether or not the
  ownership, control or holding of such voting stock constitutes or  would
  constitute control of such licensee for purposes of this section.