Louisiana Revised Statutes 6:1385.1 – A. Whenever a change of control of a licensee or an applicant is contemplated by any person, or persons acting in concert, the following information shall be provided to the commissi
Terms Used In Louisiana Revised Statutes 6:1385.1
- Acting in concert: means persons who knowingly act together with a common goal of jointly acquiring control of a licensee whether or not pursuant to an express agreement. See Louisiana Revised Statutes 6:1382
- Appeal: A request made after a trial, asking another court (usually the court of appeals) to decide whether the trial was conducted properly. To make such a request is "to appeal" or "to take an appeal." One who appeals is called the appellant.
- Applicant: means a person who applies for a license pursuant to this Chapter. See Louisiana Revised Statutes 6:1382
- Commissioner: means the commissioner of the office of financial institutions. See Louisiana Revised Statutes 6:1382
- Control: when used in the context described, means the following:
(a) When used in reference to a transaction or relationship involving virtual currency, power to execute unilaterally or prevent indefinitely a virtual currency transaction. See Louisiana Revised Statutes 6:1382
- Licensee: means a person licensed pursuant to this Chapter. See Louisiana Revised Statutes 6:1382
- NMLS: means the multistate system developed by the Conference of State Bank Supervisors and the American Association of Residential Mortgage Regulators and owned and operated by the State Regulatory Registry LLC, or any successor or affiliated entity, for the licensing and registration of persons in financial services industries or any other similar online multistate database. See Louisiana Revised Statutes 6:1382
- Person: means an individual, general partnership, limited partnership, limited liability company, corporation, trust, association, joint stock corporation, or other legal entity, or any individual or group of individuals, however organized. See Louisiana Revised Statutes 6:1382
- State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. See Louisiana Revised Statutes 6:1382
- Virtual currency: means a digital representation of value that is used as a medium of exchange, unit of account, or store of value, and that is not legal tender, whether or not denominated in legal tender. See Louisiana Revised Statutes 6:1382
A. Whenever a change of control of a licensee or an applicant is contemplated by any person, or persons acting in concert, the following information shall be provided to the commissioner through the NMLS:
(1) The licensee or applicant shall do all of the following:
(a) File an advanced change of control notice within thirty days after learning of the change of control and at least forty-five days prior to the date that the proposed transaction is to be consummated.
(b) Provide such information as required pursuant to La. Rev. Stat. 6:1385(A).
(2) After review of an advanced change of control notice filed pursuant to Paragraph (1) of this Subsection, the commissioner may require the licensee or applicant to provide additional information concerning the proposed person, or persons acting in concert, to cause a change of control. The additional information shall be limited to the same information required from the licensee or applicant as part of its original application filed pursuant to La. Rev. Stat. 6:1385(A).
B. The commissioner shall approve an advanced change of control notice filed in accordance with Subsection A of this Section if, after investigation, he determines that the person, or persons acting in concert, to cause a change of control shall not adversely affect the ability of the licensee or applicant to conduct its virtual currency business activity honestly, carefully, and efficiently and in accordance with the requirements of this Chapter and any other applicable state and federal laws and regulations.
C. If the commissioner determines that the proposed person, or persons acting in concert, to cause a change of control fails to meet the qualifications, standards, and requirements pursuant to this Chapter, the commissioner shall inform the licensee, applicant, proposed person, or persons acting in concert to cause the change of control in writing that the advanced change of control request is denied and state the reasons for such denial. The licensee, applicant, proposed person, or persons acting in concert to cause the change of control may appeal the denial in accordance with La. Rev. Stat. 6:1387(C).
D. The provisions of Paragraph (A)(1) of this Section shall not apply to a public offering of securities under the laws of the United States.
E. Before filing an advanced change of control notice, any person, or persons acting in concert, may request in writing a determination from the commissioner as to whether the person, or persons acting in concert, would be considered to be in control of a licensee or applicant upon consummation of a proposed transaction. If the commissioner determines that the person, or persons acting in concert, would not be in control of the licensee or applicant, the commissioner shall respond in writing that the proposed transaction is not subject to the requirements of Subsection A of this Section.
Acts 2023, No. 331, §1, eff. June 13, 2023.
NOTE: The provisions of Acts 2023, No. 331, will terminate on July 1, 2025.