Article 45. Special Aspects of Reorganization of Insurers (Reinsurers)

The reorganization of insurers (reinsurers) in the form of consolidation, merger, split-up, spin-off and transformation may be carried out with the permission of the authorized state body.

To obtain the permission for reorganization, the insurer (reinsurer) shall submit, along with the relevant application, the following documents to the authorized state body:

the decision of the founders (participants) or the management body of the insurer (reinsurer), authorized to do so by the constituent documents on reorganization;

the balance sheet of the insurer (reinsurer) being established and the forecast of the financial results of its activities;

the draft consolidation or merger agreement (in case of reorganization in the form of consolidation or merger).

The application for reorganization of insurers (reinsurers) shall be considered by the authorized state body within fifteen days from the date of submission of the necessary documents.

The authorized state body shall be obliged to notify the insurer (reinsurer) of the decision in a written or electronic form using information and communication technologies.

The authorized state body shall have the right to refuse the permission for the reorganization of insurers (reinsurers) in cases where:

as a result of the reorganization of the insurers (reinsurers), the requirements for their financial stability may be violated;

the reorganization of the insurers (reinsurers) may lead to the restriction or elimination of competition in the insurance market;

the submitted documents for the issuance of the permission for the reorganization of the insurers (reinsurers) contain incorrect information or such documents do not comply with the legislation;

the reorganization of the insurers (reinsurers) is contrary to the legislation.

In reconsidering the application for reorganization of insurers (reinsurers), it shall not be allowed to refuse the reorganization of the insurers (reinsurers) on new grounds that were not previously specified in the notification of refusal of such reorganization.

In case of reorganization in the form of split-up and spin-off, the license of the insurer (insurers) (reinsurers) shall be terminated. The issuance of licenses to new insurers (reinsurers) established as a result of reorganization shall be carried out in accordance with the procedure established by the legislation. During the reorganization in the form of split-up and spin-off and until the newly established insurers (reinsurers) obtain a license, they shall not have the right to conclude new insurance contracts, extend existing insurance contracts, except for the fulfillment of obligations assumed under previously concluded insurance contracts that have passed to them by succession.