Section 40. Definitions

A. The definitions and instructions set out in Schedule SIS, as promulgated by the National Association of Insurance Commissioners, shall be applicable for purposes of this chapter.

B. The terms "solicit" and "solicitation" for purposes of this chapter shall include:

1. Any request for a proxy, whether or not accompanied by or included in a form of proxy; or

2. Any request to execute or not to execute, or to revoke, a proxy; or

3. The furnishing of a form of proxy or other communication to security holders under circumstances reasonably calculated to result in the procurement, withholding or revocation of a proxy.

C. The terms "solicit" and "solicitation" shall not include:

1. Any solicitation by a person in respect to securities of which he is the beneficial owner;

2. Action by a broker or other person in respect to securities carried in his name or in the name of his nominee in forwarding to the beneficial owner of such securities soliciting material received from the insurer, or impartially instructing such beneficial owner to forward a proxy to the person, if any, to whom the beneficial owner desires to give a proxy, or impartially requesting instructions from the beneficial owner with respect to the authority to be conferred by the proxy and stating that a proxy will be given if the instructions are received by a certain date; or

3. The furnishing of a form of proxy to a security holder upon the unsolicited request of such security holder, or the performance by any person of ministerial acts on behalf of a person soliciting a proxy.

Historical Notes

Derived from Regulation 4, Case No. 18772, § 4, eff. April 1, 1970.

Statutory Authority

§ 38.2-202 of the Code of Virginia.