1. (1) A person, or group of persons acting in concert, seeking to acquire control of a licensee shall obtain the written approval of the banking board prior to acquiring control. An individual is not deemed to acquire control of a licensee and is not subject to this section if that individual becomes a key individual in the ordinary course of business.

2. (2) A person, or group of persons acting in concert, seeking to acquire control of a licensee shall, in cooperation with the licensee:

   1. (a) Submit an application in a form and in a medium prescribed by the banking board by rule; and
   2. (b) Submit with the request for approval a nonrefundable fee established by the banking board.
3. (3) Upon request, the banking board may permit a licensee or a person, or group of persons acting in concert, to submit some or all information required by the board pursuant to subsection (2)(a) of this section without using NMLS.
4. (4) The application required by subsection (2)(a) of this section must include information required by section 11-110-504 for new key individuals that have not previously completed the requirements of section 11-110-504 for a licensee.
5. (5) When an application for acquisition of control submitted under this section appears to include all the items and address all of the matters that are required, the application is considered complete, and the banking board shall promptly notify the applicant in a record of the date on which the application was determined to be complete and approve or deny the application within sixty days after the completion date.

6. (6) When an application is filed and considered complete pursuant to subsection (5) of this section, the banking board shall investigate the financial condition and responsibility, financial and business experience, competence, character, and general fitness of the person, or group of persons acting in concert, seeking to acquire control. The board shall approve an acquisition of control pursuant to this section if the board finds that all of the following conditions have been fulfilled:

   1. (a) The requirements of subsections (2) and (4) of this section have been met, as applicable; and
   2. (b) The financial condition and responsibility, financial and business experience, competence, character, and general fitness of the person, or group of persons acting in concert, seeking to acquire control, and the competence, experience, character, and general fitness of the key individuals and persons that would be in control of the licensee after the acquisition of control, indicate that it is in the interest of the public to permit the person, or group of persons acting in concert, to control the licensee.

7. (7) If an applicant uses or is otherwise subject to a multistate licensing process:

   1. (a) The banking board may accept the investigation results of a lead investigative state for the purpose of subsection (6) of this section if the lead investigative state has sufficient staffing, expertise, and minimum standards; or
   2. (b) If Colorado is a lead investigative state, the banking board may investigate the applicant pursuant to subsection (6) of this section and the time frames established by agreement through the multistate licensing process.
8. (8) The banking board shall issue a formal written notice of the denial of an application to acquire control within thirty days after the decision to deny the application. The board shall set forth in the notice of denial the specific reasons for the denial of the application. An applicant whose application is denied by the board under this subsection (8) may appeal within thirty days after receipt of the written notice of the denial pursuant to state administrative law procedures.

9. (9) The requirements of subsections (1) and (2) of this section do not apply to any of the following:

   1. (a) A person that acts as a proxy for the sole purpose of voting at a designated meeting of the shareholders or holders of voting shares or voting interests of a licensee or a person in control of a licensee;
   2. (b) A person that acquires control of a licensee by devise or descent;
   3. (c) A person that acquires control of a licensee as a personal representative, custodian, guardian, conservator, or trustee or as an officer appointed by a court of competent jurisdiction or by operation of law;
   4. (d) A person that is exempt under section 11-110-301 (1)(g);
   5. (e) A person that the banking board determines is not subject to subsection (1) of this section based on the public interest;
   6. (f) A public offering of securities of a licensee or a person in control of a licensee; or
   7. (g) An internal reorganization of a person in control of a licensee where the ultimate person in control of the licensee remains the same.
10. (10) Persons described in subsections (9)(b), (9)(c), (9)(d), (9)(f), and (9)(g) of this section shall, in cooperation with the licensee, notify the banking board within fifteen days after the acquisition of control.

11. (11) Streamlined acquisition of control. (a) The requirements of subsections (1) and (2) of this section do not apply to a person that has complied with and received approval to engage in money transmission under this article 110 or was identified as a person in control in a prior application filed with and approved by the banking board or by an MSB accredited state pursuant to a multistate licensing process, so long as:

    1. (I) The person has not had a license revoked or suspended or controlled a licensee that has had a license revoked or suspended while the person was in control of the licensee in the previous five years;
    2. (II) If the person is a licensee, the person is well managed and has received at least a satisfactory rating for compliance at the person's most recent examination by an MSB accredited state if such rating was given;
    3. (III) The licensee to be acquired is projected to meet the requirements of sections 11-110-1001, 11-110-1002, and 11-110-1003 after the acquisition of control is completed, and, if the person acquiring control is a licensee, that licensee is also projected to meet the requirements of sections 11-110-1001, 11-110-1002, and 11-110-1003 after the acquisition of control is completed;
    4. (IV) The licensee to be acquired will not implement any material changes to its business plan as a result of the acquisition of control, and, if the person acquiring control is a licensee, that licensee also will not implement any material changes to its business plan as a result of the acquisition of control; and
    5. (V) The person provides notice of the acquisition in cooperation with the licensee and attests to the conditions specified in subsections (11)(a)(I) to (11)(a)(IV) of this section in a form and in a medium prescribed by the board by rule.
    6. (b) If the notice is not disapproved within thirty days after the date on which the notice was determined to be complete, the notice is deemed approved.
12. (12) Before filing an application for approval to acquire control of a licensee, a person may request in writing a determination from the banking board as to whether the person would be considered a person in control of a licensee upon consummation of a proposed transaction. If the board determines that the person would not be a person in control of a licensee, the proposed person and transaction is not subject to the requirements of subsections (1) and (2) of this section.

13. (13) If a multistate licensing process includes a determination made pursuant to subsection (12) of this section and an applicant uses or is otherwise subject to the multistate licensing process:

    1. (a) The banking board is authorized and encouraged to accept the control determination of a lead investigative state with sufficient staffing, expertise, and minimum standards for the purpose of this subsection (13); or
    2. (b) If the state is a lead investigative state, the banking board is authorized and encouraged to investigate the applicant pursuant to this subsection (13) and the time frames established by agreement through the multistate licensing process.

Source: L. 2025: Entire article R&RE, (HB 25-1201), ch. 91, p. 393, § 1, effective August 6.