KRS 286.11-025: Changes in control of a licensee.

(1) A licensee shall give the commissioner written notice of a proposed change of

control within fifteen (15) days after learning of the proposed change of control and

at least thirty (30) days prior to the proposed change of control.

(2) A licensee shall file a written request for approval of the acquisition with the

commissioner. A licensee shall also submit, with the notice, a nonrefundable fee of

one hundred dollars ($100).

(3) After review of a request for approval under subsection (1) of this section, the

commissioner may require the licensee to provide additional information

concerning the proposed person in control.

(4) The commissioner shall approve a request for change of control under subsection

(1) of this section if, after investigation, the commiss ioner determines that the

person or group of persons requesting approval has the competence, experience,

character, financial condition, and responsibility to operate the licensee or person in

control of the licensee in a lawful and proper manner and that the interest of the

public will not be jeopardized by the change of control.

(5) The following persons are exempt from the requirements of subsection (1) of the

section, but the licensee shall notify the commissioner, within fifteen (15) days after

learning of a change of control:

(a) A person that 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;

(b) A person that acquires control of a licensee by devise or descent;

(c) A person that acquires control as a personal representative, custodian,

guardian, conservator, or trustee, or as an officer appointed by a court of

competent jurisdiction or by operation of law; and

(d) A person that the commissioner exempts by regulation or order if it is in the

public interest to do so.

(6) Subsection (1) of this section does not apply to public offerings of securities.

(7) Before filing a request for approval to acquire 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, then the commissioner may enter an order or respond in

writing, to that effect, and the proposed person and transaction shall not be subject

to the requirements of this section.