Sec. 38a-132. (Formerly Sec. 38-39d). Disposition re acquisition. Hearing. Standard of review.
Sec. 38a-132. (Formerly Sec. 38-39d). Disposition re acquisition. Hearing.
Standard of review. (a) (1) The commissioner shall hold a public hearing on the question of the granting of his approval under section 38a-130 within thirty days after the
statement required by said section containing all the information, as determined by the
commissioner, is filed with him, and at least twenty days notice thereof shall be given
by the commissioner to the person filing the statement. No less than fifteen days' notice
of such public hearing shall be given by the person filing the statement to the insurance
company and to such other persons as may be designated by the commissioner. If any
amendment to the statement is filed, the public hearing may be postponed by the commissioner for a reasonable period not to exceed thirty days after the filing of such amendment. The commissioner shall make a determination within thirty days after the conclusion of the hearing.
(2) The person filing the statement, the insurance company, any person to whom
notice of hearing was sent and any other affected person shall have the right to present
evidence, have counsel, examine or cross-examine witnesses and offer oral and written
argument; and in connection therewith shall be entitled to conduct discovery proceedings in the same manner as is prescribed by the rules for the Superior Court. All discovery
proceedings shall be concluded not later than three days prior to the commencement of
the public hearing.
(3) The commissioner may engage the services of, at the acquiring person's expense, any attorneys, actuaries, accountants and other experts not otherwise a part of
the commissioner's staff as may be reasonably necessary to assist the commissioner in
reviewing the proposed acquisition of control.
(b) (1) The commissioner shall approve any merger or other acquisition of control
referred to in subsection (a) of this section unless, after a public hearing, he finds that:
(A) After the change of control, the domestic insurance company referred to in
subsection (a) of this section would not be able to satisfy the requirements for the issuance of a license to write the line or lines of business for which it is presently licensed;
(B) The effect of the merger or other acquisition of control would be to substantially
lessen competition of insurance in this state or tend to create a monopoly herein;
(C) The financial condition of any acquiring party is such as might jeopardize the
financial stability of the insurance company or prejudice the interests of its policyholders;
(D) The plans or proposals which the acquiring party has to liquidate the insurance
company, sell its assets or consolidate or merge it with any person, or to make any other
material change in its business or corporate structure or management, are unfair and
unreasonable to policyholders of the insurance company and not in the public interest;
(E) The competence, experience and integrity of those persons who would control
the operation of the insurance company are such that it would not be in the interest of
policyholders of the insurance company and of the public to permit the merger or other
acquisition of control; or
(F) The acquisition is likely to be hazardous or prejudicial to those buying insurance.
(2) For purposes of this subsection, "other acquisition of control" includes any offer,
request, invitation, agreement, solicitation, or acquisition subject to section 38a-130.
(c) All expenses incurred by the commissioner in connection with the proceedings
under this section shall be paid by the person filing the statement required by section
38a-130.
(1969, P.A. 444, S. 4; P.A. 75-289; P.A. 78-331, S. 17, 58; P.A. 85-16, S. 3, 6; P.A. 92-112, S. 15, 35.)
History: P.A. 75-289 added Subsec. (c) re payment of commissioner's expenses; P.A. 78-331 substituted reference to
Sec. 38-39b for reference to Sec. 38-39c in Subsec. (a); P.A. 85-16 inserted new Subsec. (c) to permit the commissioner
to conduct public hearings to review the acquisition of control of any corporation which controls a domestic insurance
company, and to establish standards for the commissioner's determination as to whether the acquisition is prejudicial to
the interests of policyholders, relettering former Subsec. (c) as (d); Sec. 38-39d transferred to Sec. 38a-132 in 1991; P.A.
92-112 amended Subsec. (a) to change the time limitation from 180 days to 30 days for the commissioner to hold a public
hearing after the statement required under Sec. 38a-130 has been submitted, divided the section into Subdivs., amended
the public hearing procedure held to review the acquisition of control of any corporation which controls a domestic insurance
company, created new Subdiv. (2) with language taken from old Subsec. (a) re right to present evidence, have counsel,
examine and cross-examine witnesses in the public hearing, added a provision requiring that all discovery be completed
3 days prior to the public hearing, added new Subdiv. (3) allowing the commissioner to engage the services of various
professionals at the acquiring person's expense, deleted former Subsecs. (b) and (c), added new Subsec. (b) re commissioner's grant of approval of a merger or acquisition based on the public hearing findings and relettered the previous Subsec.
(d) accordingly.
Annotations to former section 38-39d:
Cited. 166 C. 43. Cited. 184 C. 352.