Utah Code 31A-5-306. Corporate repurchase of shares
Current as of: 2024 | Check for updates
|
Other versions
(1)
Terms Used In Utah Code 31A-5-306
- board of directors: means the group of persons with responsibility over, or management of, a corporation, however designated. See Utah Code 31A-1-301
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Corporation: means an insurance corporation, except when referring to:(34)(a)(i) a corporation doing business:(34)(a)(i)(A) as:(34)(a)(i)(A)(I) an insurance producer;(34)(a)(i)(A)(II) a surplus lines producer;(34)(a)(i)(A)(III) a limited line producer;(34)(a)(i)(A)(IV) a consultant;(34)(a)(i)(A)(V) a managing general agent;(34)(a)(i)(A)(VI) a reinsurance intermediary;(34)(a)(i)(A)(VII) a third party administrator; or(34)(a)(i)(A)(VIII) an adjuster; and(34)(a)(i)(B) under:(34)(a)(i)(B)(I) Chapter 23a, Insurance Marketing - Licensing Producers, Consultants, and Reinsurance Intermediaries;(34)(a)(i)(B)(II) Chapter 25, Third Party Administrators; or(34)(a)(i)(B)(III) Chapter 26, Insurance Adjusters; or(34)(a)(ii) a noninsurer that is part of a holding company system under Chapter 16, Insurance Holding Companies. See Utah Code 31A-1-301
- Excess surplus: means :
(186)(c)(i) for a life insurer, accident and health insurer, health organization, or property and casualty insurer as defined in Section31A-17-601 , the lesser of:(186)(c)(i)(A) that amount of an insurer's or health organization's total adjusted capital that exceeds the product of:(186)(c)(i)(A)(I) 2. See Utah Code 31A-1-301- Month: means a calendar month, unless otherwise expressed. See Utah Code 68-3-12.5
- Stock corporation: means a stock insurance corporation. See Utah Code 31A-1-301
- Surplus: means the excess of assets over the sum of paid-in capital and liabilities. See Utah Code 31A-1-301
(1)(a) To the extent of excess surplus, a stock corporation may repurchase its own shares 15 days after giving written notice to the commissioner.(1)(b) A stock corporation without excess surplus shall obtain written approval of the commissioner prior to repurchasing its own shares.(1)(c) Any repurchase of stock is subject to Section 16-10a-631.(1)(d) A stock corporation may not repurchase its own shares if it is hazardous or would become hazardous as a result of the repurchase.(2) Within 10 days after the end of any month in which it purchases more than 1% of any class of its outstanding shares, the corporation shall report the price and the names of the registered shareholders from whom the shares are acquired and of any other persons beneficially interested in those shares, so far as the latter are known to the corporation. The corporation shall make a similar report within 10 days after the end of any three-month period in which it purchases more than 2% of any class of its outstanding shares and within 10 days after the end of any 12-month period in which it purchases more than 5% of any class of its outstanding shares. Section 16-10a-631 applies to the corporation’s acquisition of its outstanding shares.(3) Treasury shares may be disposed of by the corporation for their current market value or, if there is no market, for the consideration the board of directors determines to be the fair value of the shares.(4) Section 31A-17-407 applies to accounting for treasury shares. - Excess surplus: means :