Title 7. Maryland Insurance Acquisitions Disclosure and Control Act — Subtitle 4. Acquisition of Control of Insurer

accepts a disclaimer of control or affirmatively finds that control does not exist; and

informs the Commissioner of the disclaimer or finding;

in which both the acquiring and acquired persons are not, either directly or through affiliates, primarily engaged in the insurance business; and

for which a pre-acquisition notification:

an increase in any market share;

a combined market share of the acquiring and acquired insurers, their affiliates, and the person resulting from a merger that exceeds 5% of any one market; or

in any one market:

the acquired insurer is in failing condition;

there is a lack of feasible alternatives to improving the failing condition of the acquired insurer; and

the public benefits from improving the acquired insurer’s condition through the acquisition outweigh the public benefits from not lessening competition.

The acquiring person in an acquisition subject to this subtitle must file a pre-acquisition notification with the Commissioner.

The acquired person in an acquisition subject to this subtitle may file a pre-acquisition notification.

The pre-acquisition notification must be in the form and contain the information required by the National Association of Insurance Commissioners relating to those markets that, under § 7-402(6) of this subtitle, cause the acquisition not to be exempt from this subtitle.

The Commissioner may require a pre-acquisition notification to contain:

begins on the day the Commissioner receives the pre-acquisition notification; and

ends on the earlier of:

During the waiting period for an acquisition subject to this subtitle, the Commissioner may require that additional information relevant to the proposed acquisition be filed.

If the Commissioner requires additional information, the waiting period shall be extended to the earlier of:

Except as provided in subsection (b) of this section, the Commissioner may enter an order under this section with respect to an acquisition subject to this subtitle if:

The order may:

the acquisition will yield substantial economies of scale or economies in resource utilization that cannot be achieved feasibly in any other way, and public benefits from those economies outweigh the public benefits from not lessening competition; or

the acquisition will increase substantially the availability of insurance, and public benefits from that increase outweigh the public benefits from not lessening competition.

In determining whether a proposed acquisition subject to this subtitle would violate subsection (a)(1)(i) of this section, the Commissioner shall consider an acquisition that involves two or more insurers, including insurers under common ownership, management, or control, that compete in the same product and geographical market to be prima facie evidence of violation of subsection (a)(1)(i) of this section if the acquiring and acquired insurers, their affiliates, or the person resulting from a merger:

By treating the insurer with the largest share of the market as insurer “A”, the Commissioner may interpolate percentages not shown in the table under paragraph (1)(ii) of this subsection proportionately to the percentages that are shown.

In the absence of sufficient information to the contrary:

In determining the relevant product and geographical markets, the Commissioner shall consider, among other things:

Before the Commissioner enters an order under this section, the Commissioner shall:

An order under this section may not become final earlier than 30 days after it is issued.

Before an order becomes final, an insurer that is subject to the order may submit to the Commissioner a plan to remedy the anticompetitive impact of the acquisition within a reasonable time.

Based on the plan or other information, the Commissioner may set conditions to be met while the anticompetitive impact is being remedied, and the order vacated or modified.