5 Del. C. § 3516: Change in control of permitted payment stablecoin issuers. [For application of this section, see 85 Del. Laws, c. 339, § 2]

(a) A person who proposes, directly or indirectly, to acquire control of a permitted payment stablecoin issuer licensed under this chapter shall provide written notice to the Commissioner not less than 60 days before the proposed acquisition. For purposes of this section, there is a rebuttable presumption of control if, after the proposed transaction, a person would beneficially own 10% or more of the voting securities of the permitted payment stablecoin issuer.

(b) The Commissioner shall, upon receipt of a complete notice under subsection (a) of this section, review the proposed acquisition using the fitness and character standards of § 3536 of this title applicable to initial licensing. The Commissioner may do any of the following:

(1) Approve the proposed acquisition.

(2) Conditionally approve the proposed acquisition subject to conditions designed to address fitness or safety concerns.

(3) Disapprove the proposed acquisition if the Commissioner determines in a written finding that the proposed acquiror does not satisfy the fitness standards of § 3536 of this title, or that the proposed acquisition poses material risks to the safety and soundness of the permitted payment stablecoin issuer or to payment stablecoin holders.

(c) A proposed acquisition of control may proceed unless the Commissioner disapproves it within 60 days of receipt of a complete notice under subsection (a) of this section. The Commissioner may extend the review period by an additional 30 days upon written notice to the proposed acquiror for good cause shown. If the Commissioner does not act within the applicable review period, the proposed acquisition is deemed not disapproved.

(d) If a person acquires control of a permitted payment stablecoin issuer without providing prior notice as required by subsection (a) of this section, the Commissioner may, on an emergency basis and without prior hearing, suspend the issuer’s license pending completion of a fitness review under subsection (b) of this section. Any emergency suspension under this subsection is subject to prompt post-deprivation hearing consistent with § 3552(c) of this title. The Commissioner shall also require the acquiror to provide, within 15 business days of the acquisition of control, all information required by subsection (a) of this section as if the notice had been timely filed.

(e) The Commissioner shall promulgate regulations implementing this section, which must, at a minimum:

(1) Form and content of pre-acquisition notices.

(2) Standards for determining when a person has or will have beneficial ownership of 10% or more of voting securities for purposes of subsection (a) of this section.

(3) Criteria for the Commissioner’s written findings under paragraph (b)(3) of this section.

(4) Procedures for expedited review when a proposed acquisition is accompanied by full fitness documentation under § 3512 of this title.

(f) This section does not apply to any of the following:

(1) Acquisitions of control that are subject to the jurisdiction of the Board of Governors of the Federal Reserve System under the Bank Holding Company Act, 12 U.S.C. § 1841 et seq., or the Change in Bank Control Act, 12 U.S.C. § 1817(j).

(2) Acquisitions of control of a federal qualified payment stablecoin issuer, which remains exclusively subject to OCC oversight under 12 U.S.C. § 5903(b)(1).