South Carolina Code 35-11-515. Change of control
(1) give the commissioner notice in a record of a proposed change of control within fifteen days after learning of the proposed change of control;
Terms Used In South Carolina Code 35-11-515
- Commissioner: means the South Carolina Attorney General. See South Carolina Code 35-11-105
- Control: means :
(a) ownership of, or the power to vote, directly or indirectly, at least twenty-five percent of a class of voting securities or voting interests of a licensee or person in control of a licensee;
(b) power to elect a majority of executive officers, managers, directors, trustees, or other persons exercising managerial authority of a licensee or person in control of a licensee; or
(c) power to exercise directly or indirectly, a controlling influence over the management or policies of a licensee or person in control of a licensee. See South Carolina Code 35-11-105 - Licensee: means a person licensed pursuant to this act. See South Carolina Code 35-11-105
- Person: means an individual, corporation, business trust, estate, trust, partnership, limited-liability company, association, joint venture, government, governmental subdivision, agency or instrumentality, public corporation, or another legal or commercial entity. See South Carolina Code 35-11-105
- Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. See South Carolina Code 35-11-105
(2) request approval of the acquisition; and
(3) submit a nonrefundable fee of one thousand dollars with the notice.
(B) After review of a request for approval pursuant to subsection (A), the commissioner may require the licensee to provide additional information concerning the proposed persons in control of the licensee. The additional information must be limited to the same types required of the licensee or persons in control of the licensee as part of its original license or renewal application.
(C) The commissioner shall approve a request for change of control pursuant to subsection (A) if, after investigation, the commissioner determines that the person or group of persons requesting approval has the competence, experience, character, and general fitness to operate the licensee or person in control of the licensee in a lawful and proper manner and that the public interest will not be jeopardized by the change of control.
(D) When an application for a change of control pursuant to this article is complete, the commissioner shall notify the licensee in a record of the date on which the request was determined to be complete and:
(1) the commissioner shall approve or deny the request within one hundred twenty days after that date; or
(2) if the request is not approved or denied within one hundred twenty days after that date:
(a) the request is considered approved; and
(b) the commissioner shall permit the change of control under this section to take effect as of the first business day after expiration of the period.
(E) The commissioner, by rule of order, may exempt a person from any of the requirements of subsection (A)(2) and (3) if it is in the public interest to do so.
(F) Subsection (A) does not apply to a public offering of securities.
(G) Before filing a request for approval to acquire control of a licensee or person in control of a licensee, a person may request in a record a determination from the commissioner as to whether the person would be considered a person in control of a licensee upon consummation of a proposed transaction. If the commissioner determines that the person would not be a person in control of a licensee, the commissioner shall enter an order to that effect and the proposed person and transaction is not subject to the requirements of subsections (A) through (C).