Transfers and amalgamations

44 Transfers and amalgamations must be approved

(1)

A licensed insurer must obtain the written approval of the Bank before—

(a)

giving effect to a transaction that involves,—

(i)

in the case of an overseas insurer, the transfer of all or part of the insurer’s New Zealand insurance business to another person; or

(ii)

in the case of any other insurer, the transfer of all or part of the insurer’s insurance business to another person; or

(b)

the insurer amalgamates with another person (whether it occurs under Part 13 of the Companies Act 1993 or any other law of similar effect that results in 2 or more entities amalgamating and continuing as 1 entity).

(2)

For the purposes of sections 45 to 53,—

amalgamated entity means the single entity that is proposed to result from and continue after a proposed amalgamation that requires approval under this section

transferee means the person to whom all or part of the licensed insurer’s insurance business is proposed to be transferred under a proposed transfer that requires approval under this section.

(3)

A licensed insurer commits an offence if—

(a)

the insurer fails to comply with subsection (1); or

(b)

in the case of the Bank refusing to give its approval under subsection (1), the insurer takes any further steps after the refusal under the Companies Act 1993 or any other enactment to give effect to the proposed transfer or amalgamation.

(4)

Every licensed insurer that commits an offence under subsection (3) is liable, on conviction, to a fine not exceeding $1,000,000.

(5)

This section does not apply in respect of a transfer or amalgamation under section 31, sections 164 to 167, subpart 4 of Part 4, or section 207(5).

Section 44(4): amended, on 1 July 2013, by section 413 of the Criminal Procedure Act 2011 (2011 No 81).