Skip to Main Content
<< Back | Return to Main COMAR Search Page

18 records match your request.

FileAbstract
31.04.07.00.htm 31.04.07.00. Title 31 MARYLAND INSURANCE ADMINISTRATION Subtitle 04 INSURERS Chapter 07 Proxies, Consents, and Authorizations of Domestic Stock Insurers Authority: Insurance Article, §2-109, 4-113(a)7)9) and 4-115, Annotated Code of Maryland
31.04.07.01.htm 31.04.07.01. 01 Applicability.. A. This chapter does not apply to any insurer if 95 percent or more of its equity securities is owned or controlled by a parent or an affiliated insurer and the remaining securities are held of record by less than 500 persons. A domestic stock insurer which files with the Securities and Exchange Commission with respect to any class of securities forms of proxies, consents, and authorizations complying with the requirements of the Securities Excha
31.04.07.02.htm 31.04.07.02. 02 Definitions.. A. In this chapter, the following terms have the meanings indicated.. B. Terms Defined.. 1) "Affiliate" means a person that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the person specified.2) "Associate" means:. a) A corporation or organization (other than the issuer or a majority owned subsidiary of the issuer) of which the person is an officer or partner or is, directly or indirectl
31.04.07.03.htm 31.04.07.03. 03 Solicitations to Which Chapter Applies.. A. Regulation .10 of this chapter applies to every solicitation that is subject to Regulation .01 of this chapter.B. Regulations .02―09 and Regulation .11 of this chapter apply to every solicitation that is subject to Regulation .01 except the following:1) A solicitation made otherwise than on behalf of the issuer where the total number of persons solicited is not more than ten;2) A solicitation by a person with respect to secu
31.04.07.04.htm 31.04.07.04. 04 Information to be Furnished Security Holders.. A. A solicitation subject to this chapter may not be made unless each person solicited is concurrently furnished or has previously been furnished with a written proxy statement containing the information specified in Schedule A.B. Annual Report.. 1) If the solicitation is made on behalf of the issuer and relates to an annual meeting of security holders at which directors are to be elected, each proxy statement furnishe
31.04.07.05.htm 31.04.07.05. 05 Requirements as to Proxy.. A. Form of Proxy.. 1) The form of proxy shall:. a) Indicate in bold face type whether or not the proxy is solicited on behalf of the insurer's board of directors, or, if not, by whom it is solicited;b) Provide a specifically designated blank space for dating the proxy; and. c) Identify clearly and impartially each matter or group of related matters intended to be acted upon, whether proposed by the issuer or by security holders.2) Reference need not be
31.04.07.06.htm 31.04.07.06. 06 Presentation of Information in Proxy Statement.. A. The information included in the proxy statement shall be clearly presented, the statements made shall be divided into groups according to subject matter, and the various groups of statements shall be preceded by appropriate headings.B. All proxy statements shall disclose, under an appropriate caption, the date by which proposals of security holders intended to be presented at the next annual meeting shall
31.04.07.07.htm 31.04.07.07. 07 Material Required to be Filed.. A. Two preliminary copies of the proxy statement and form of proxy, and any other soliciting material to be furnished to security holders with the proxy (or the information statement pursuant to Schedule C) shall be filed with the Commissioner at least 10 days before the date final copies of the material are first sent or given to security holders, or a shorter period before that date as the Commissioner may authorize upon a showing of good cause.
31.04.07.08.htm 31.04.07.08. 08 Mailing Communications for Security Holders.. A. If the management of the issuer has made or intends to make any solicitation subject to this chapter, the issuer shall perform the acts in §B―D of this regulation requested in writing with respect to the same subject matter or meeting by any security holder who is, or security holders who are, entitled to vote at least 1 percent of the votes entitled to be voted on the matter and who shall defray the reasonable expense
31.04.07.09.htm 31.04.07.09. 09 Proposals of Security Holders.. A. If any holder or holders of an issuer's securities (hereafter referred to as the "proponent" notifies the issuer in writing not less than 90 days before the issuer's annual meeting of holder's intention to present a lawful proposal for action at an upcoming meeting of the issuer's security holders, and at the time of the notice the proponent is entitled to vote at least 1 percent of the votes entitled to be voted on the proposal, the issuer sh
31.04.07.10.htm 31.04.07.10. 10 False or Misleading Statements.. A proxy statement, form of proxy, notice of meeting, information statement, or other communication, written or oral, subject to this regulation may not contain any statement which, at the time and in the light of the circumstances under which it is made:A. Is false or misleading with respect to any material fact; or. B. Omits to state any material fact necessary:. 1) In order to make the statements not false or misleading; or.
31.04.07.11.htm 31.04.07.11. 11 Prohibition of Certain Solicitations.. A person making a solicitation that is subject to this chapter may not solicit any undated or postdated proxy, or any proxy that provides that it shall be considered to be dated as of any date after the date on which it is signed by the security holder subject to this chapter.
31.04.07.12.htm 31.04.07.12. 12 Special Provisions Applicable to Election Contests.. A. Solicitations to Which this Regulation Applies. This regulation applies to any solicitation by any person or group for the purpose of opposing a solicitation subject to this chapter by any other person or group with respect to the election or removal of directors at any annual or special meeting of security holders.B. Participant or Participant in a Solicitation..
31.04.07.13.htm 31.04.07.13. 13 Solicitations and Materials Complying With NAIC Model Regulation and Schedules.. Notwithstanding the foregoing regulations, the Commissioner may permit the solicitation of proxies, consents, or authorizations, if the manner of solicitation and the form of proxy, proxy statement, and other documents used in the solicitation comply with Regulations .14―16 of this chapter.
31.04.07.14.htm 31.04.07.14. 14 Schedule A.. Item 1. Revocability of Proxy.. State whether or not the person giving the proxy has the power to revoke it. If the right of revocation before the proxy is exercised is limited, or is subject to compliance with any formal procedure, briefly describe the limitation or procedure.Item 2. Dissenters' Rights of Appraisal.. Outline briefly any rights of appraisal or similar rights of dissenters with respect to any matter to be acted upon, and indicate any statutory proced
31.04.07.15.htm 31.04.07.15. 15 Schedule B.. INFORMATION TO BE INCLUDED IN STATEMENTS FILED BY OR ON BEHALF OF A PARTICIPANT (OTHER THAN THE ISSUER) IN A PROXY SOLICITATION IN AN ELECTION CONTESTItem 1. Issuer.. State the name and address of the Issuer.. Item 2. Identity and Background.. A. State the following:. 1) Your name and business address;. 2) Your present principal occupation or employment and the name, principal business, and address of any corporation or other organization in which the
31.04.07.16.htm 31.04.07.16. 16 Schedule C.. INFORMATION REQUIRED IN INFORMATION STATEMENT. Note: Where any item, other than Item 5, calls for information with respect to any matter to be acted upon at the meeting, the item need be answered only with respect to proposals to be made by the issuer.Item 1. Information Required by Items of Schedule 14A.. Furnish the information called for by all of the items of Schedule A (other than Items 1, 3, and 4) that would be applicable to any matter to be acted
31.04.07.9999.htm 31.04.07.9999. Administrative History Effective date: May 1, 1968. Amended effective April 30, 1970 ―. Chapter recodified from COMAR 09.30.02 to COMAR 31.04.07 effective September 7, 1998 (25:18 Md. R. 1439) ―Regulations .01―13 repealed and new Regulations .01―16 adopted effective February 12, 2007 (34:3 Md. R. 303)
<< Back | Return to Main COMAR Search Page