2022 Hawaii Revised Statutes
Title 26. Trade Regulation and Practice
489D. Money Transmitters Act
489D-15 Changes in control of a licensee.
§489D-15 Changes in control of a licensee. (a) A person or group of persons requesting approval of a proposed change of control of a licensee shall submit to the commissioner an application requesting approval of a proposed change of control of the licensee, accompanied by a nonrefundable application fee of $2,500.
(b) After review of a request for approval under subsection (a), the commissioner may require the licensee or person or group of persons requesting approval of a proposed change of control of the licensee, or both, to provide additional information concerning the persons who are to assume control of the licensee. The additional information shall be limited to similar information required of the licensee or persons in control of the licensee as part of its original license or renewal application under sections 489D-9 and 489D-12. The information shall include the history of the material litigation and criminal convictions of each person who upon approval of the application for change of control will be a principal of the licensee, for the ten-year period prior to the date of the application for change of control of the licensee, and authorizations necessary to conduct criminal history record checks of such persons, accompanied by the appropriate payment of the applicable fee for each record check.
(c) The commissioner shall approve a request for change of control under 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 control the licensee or person in control of the licensee in a lawful and proper manner, and that the interests of the public will not be jeopardized by the change of control.
(d) The following persons are exempt from the requirements of subsection (a), but the licensee regardless, shall notify the commissioner of a change of control:
(1) A person who acts as a proxy for the sole purpose of voting at a designated meeting of the security holders or holders of voting interests of a licensee or person in control of a licensee;
(2) A person who acquires control of a licensee by devise or descent;
(3) A person who acquires control as a personal representative, custodian, guardian, conservator, trustee, or as an officer appointed by a court of competent jurisdiction or by operation of law; or
(4) A person who the commissioner, by rule or order, exempts in the public interest.
(e) Subsection (a) shall not apply to public offerings of securities.
(f) Before filing a request for approval for a change in control, a person may request in writing, 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 shall not be subject to the requirements of subsections (a) through (c). [L 2006, c 153, pt of §1; am L 2008, c 195, §10; am L 2013, c 167, §10; am L 2016, c 251, §2; am L 2017, c 45, §6; am L 2021, c 108, §6]
