Or. Admin. Code § 410-141-5180 - CAPITALIZATION: Dividend and Distribution Restrictions

(1) Unless prior written approval of the Authority is first obtained pursuant to (2), a CCO shall not:

(a) Make any distribution of assets by dividend or other distribution to shareholders, equity members, parent companies or any related parties that would cause the CCO's capital and surplus to fall below the prescribed minimum under OAR 410-141-5170.

(b) Reduce its total adjusted capital by partial distribution of its assets, by payment in the form of a dividend or otherwise to shareholders, equity members, parent companies or any related parties below an amount equal to three hundred (300) percent of the CCO's authorized control level risk-based capital, as defined in and calculated pursuant to OAR 410-141-5215.

(c) Declare or pay dividends to shareholders, equity members, parent companies or any related parties other than from earned surplus. For purposes of this subsection, "earned surplus" does not include surplus arising from unrealized capital gains or revaluation of assets.

(d) Declare or pay an extraordinary dividend or distribution to shareholders, equity members, parent companies or any related parties. A dividend or dividend is "extraordinary" for purposes of this subsection if it exceeds an amount equal to the aggregate of the CCO's net after-tax income for the prior three calendar years, less any dividends or distributions paid during the prior two calendar years and the current year. "Extraordinary dividend or distribution" does not include pro rata distributions of any class of the CCO's own securities.

(2) A CCO shall notify the Authority no later than twenty (20) business days prior to taking any action pursuant to subsection (1). The Authority shall approve or disapprove such payment within twenty (20) business days and the CCO shall not pay or make any extraordinary dividend or distribution unless or until the Authority provides written approval of such payment to the CCO.

Notes

Or. Admin. Code § 410-141-5180

DMAP 59-2019, adopt filed 12/18/2019, effective 1/1/2020; DMAP 55-2020, minor correction filed 10/01/2020, effective 10/1/2020; DMAP 143-2024, amend filed 12/29/2024, effective 1/1/2025

Statutory/Other Authority: ORS 413.042, 414.572, 414.591 & 414.605

Statutes/Other Implemented: ORS 414.570-414.686 & 415.001-415.430