7. RESULTADOS Y ANALISIS
7.3 MARCHA FITOQUIMICA PRELIMINAR
Section 111.
(1) The prior permission of the Commission must be obtained for the acquisition of an interest in a joint-stock insurance company that will provide a qualifying holding or alter an existing qualifying holding whereby the ownership interest or voting right will reach or exceed the twenty, thirty-three, fifty or seventy-five per cent limit. An agreement relating to ownership rights, voting rights or to secure advantages in excess of such rights may only be concluded in possession of the Commission's permission.
(2) The application for the above-specified authorization shall contain the name of the insurance company, the percentage of the interest to be acquired - taking into account the provisions of Points 5 and 40 of Subsection (1) of Section 3 - and the data necessary to enforce the provisions of Subsection (3).
(3) Authorization for acquisition shall be granted on condition that the investor
a) has sufficient capital to pay up the subscribed capital or the value of the share certificates; b) has the appropriate professional qualifications and good business reputation;
c) has been successful in business during the three-year period before the application is submitted;
d) deposits the cash part of the capital necessary for the direct acquisition of the interest in a credit institution registered in Hungary;
e) has an agent for service of process, if the applicant is established in another country;
f) files a properly documented statement to the effect that the money to be used to purchase the ownership interest is from his legal income;
g) files a statement in which he declares his current and future liabilities (as defined in the Accounting Act); and h) files a private document with full probative force that gives the Commission permission to investigate the authenticity of the information provided in the application and attached documents and to contact the competent bodies and agencies.
(4) In addition to what is contained in Subsection (2), an application for the authorization of acquisition shall also contain:
a) the contract proposal made for the acquisition of ownership or for an agreement to secure substantial advantages attached to voting rights;
b) the applicant's deed of foundation;
c) the applicant's certificate of incorporation issued within the previous thirty days, the original certificate of incorporation for foreign companies and the authentic Hungarian translation of such or proof of the company having been registered;
d) an official document in proof of having no criminal record for natural persons issued within three months to date by the authority of competent jurisdiction for the place where the applicant's permanent residence is located;
e) official document issued within thirty days to date by the authority of competent jurisdiction for the place where the applicant's permanent residence or main office is located in evidence that the persons participating in the foundation have no debts toward the tax authorities, customs authorities or social security administration;
f) the identification data (Point 3 of Subsection (1) of Section 3) of the natural person having a qualifying holding in the applicant company as well as evidence - issued within thirty days to date - of having no criminal record;
g) the statements prescribed in Paragraphs h) and i) of Section 58. g) a detailed description of the applicant’s ownership structure.
(5) Where either of the applicants is a foreign insurance company, credit institution or investment company, the application for foundation permit shall have attached - in addition to what is contained in Subsections (3) and (4) - a statement from the supervisory authority of the country where the applicant is established verifying that the company operates in due observation of the relevant regulations.
If the applicant is a credit institution, investment firm or insurance company that has a registered office in another Member State of the European Union, or a natural or legal person with dominant influence over such a credit institution, investment firm or insurance company, and if the application for the authorization specified in Subsection (1) of Section 111 is for the acquisition of a share or influence as a consequence of which the applicant has the capacity to exercise dominant influence over the investment firm, the Commission shall request the opinion of the competent supervisory authority of the other Member State concerned.
Section 112.
(1) The Commission shall refuse to grant authorization for the conclusion of a contract for the acquisition of the ownership interest specified in Subsection (1) of Section 111 within three months from the date of submission of the application for authorization if
a) the applicant has been previously convicted (if a natural person); b) the applicant's legal status is uncertain;
c) the applicant's ownership status is uncertain or cannot be established; d) the applicant's financial and business status is not sufficiently stable;
e) the applicant has seriously and repeatedly violated the provisions of this Act or any other legal regulation pertaining to insurance companies;
f) the applicant does not have the appropriate professional qualifications and a good business reputation;
g) the applicant's financial and economic position is deemed inadequate for the size of the ownership interest he intends to acquire;
h) the applicant is unable to prove the legitimacy of the funds to be used for purchasing the ownership interest or the authenticity and veracity of the data pertaining to the person named as the owner of such funds.
(2) The Commission shall be entitled to contact the competent authority for the place where the acquiring person's registered address or domicile is located in order to verify or investigate the conditions specified in Subsection (3) of Section 111.
(3) In the case of failure to apply for authorization, rejection of the application, failure to comply with the obligation of notification as prescribed or refusal to provide information, the Commission may prohibit the exercising of voting rights deriving from an agreement for the acquisition of ownership share or for securing advantages until the requirements stipulated by law are fulfilled.
(4) The rights deriving from the advantages secured by the agreement - for which the authorization is applied - connected with the acquisition of ownership or voting rights may be exercised after three months following the Commission's receipt of the application for authorization unless the Commission exercises its rights defined in Subsection (3).
Section 113.
(1) The person holding an ownership interest or voting right in the measure defined in Subsection (1) of Section 111 in a joint-stock insurance company shall notify the Commission fifteen working days before contracting
a) if he would like to terminate his qualifying holding, or
b) if he would like to alter or amend his ownership interest, voting rights or contract securing an advantage so that his ownership interest or voting right is reduced below the twenty, thirty-three, fifty or seventy-five per cent limit.
(2) The notification under Paragraph b) of Subsection (1) shall contain an indication of the ownership interest or voting right remaining or if the contract securing a substantial advantage is amended.
Section 114.
(1) The following shall be reported to the Commission within thirty days of the contract date: a) acquisition of a qualifying holding in a joint-stock insurance company;
b) altering a qualifying holding in a joint-stock insurance company whereby
- the ownership interest or voting right reaches twenty, thirty-three, fifty or seventy-five per cent or - the ownership interest or voting right drops below twenty, thirty-three, fifty or seventy-five per cent; or
c) conclusion of a contract securing substantial advantages in connection with an ownership interest or voting right, or the amendment of such contract.
(2) A joint-stock insurance company shall notify the Commission, in writing, within fifteen working days if it receives any information concerning the acquisition, alienation or modification of an ownership interest or voting right of the percentage specified in Section 111.
(3) A joint-stock insurance company shall send to the Commission from its internal database the names of shareholders with ownership interests in the percentages defined in Section 111 and the size of the interest held by each such shareholder.