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<law><site_title>Virginia Decoded</site_title><site_url>https://vacode.org</site_url><law_id>76185</law_id><section_number>38.2-1334.1</section_number><catch_line>Voting of securities, injunctions, and sequestration of voting securities</catch_line><edition url="https://vacode.org/2025/" slug="2025" current="TRUE" last_updated="">2025</edition><structure><unit label="title" level="1" order_by="1" identifier="38.2">Insurance</unit><unit label="chapter" level="2" order_by="1" identifier="13">Reports, Reserves and Examinations, Insurance Holding Companies, Reinsurance Intermediaries, and Managing General Agents</unit><unit label="article" level="3" order_by="1" identifier="5">Insurance Holding Companies</unit></structure><text>
						<section id="A"><p><span class="prefix-number">A.</span> No security that is the subject of any agreement or arrangement regarding acquisition, or that is acquired or to be acquired, in contravention of the provisions of this article or of any rule, regulation, or <span class="dictionary">order</span> issued by the <span class="dictionary">Commission</span> hereunder, may be voted at any shareholders&#x2019; meeting, or may be counted for quorum purposes, and any action of shareholders requiring the affirmative vote of a percentage of shares may be taken as though such securities were not issued and outstanding. However, no action taken at any such meeting shall be invalidated by the voting of such securities, unless the action would materially affect control of an <span class="dictionary">insurer</span> subject to any provision of this article or unless the <span class="dictionary">Commission</span> or other <span class="dictionary">court</span> of the Commonwealth has so ordered. If the <span class="dictionary">insurer</span> or <span class="dictionary">Commissioner of Insurance</span> has reason to believe that any security of the <span class="dictionary">insurer</span> has been or is about to be acquired in contravention of the provisions of this article or of any rule, regulation or <span class="dictionary">order</span> issued by the <span class="dictionary">Commission</span> hereunder, the <span class="dictionary">insurer</span> or <span class="dictionary">Commissioner of Insurance</span> may apply to the <span class="dictionary">Commission</span> to enter an <span class="dictionary">order</span> (i) enjoining any offer, request, invitation, agreement, or acquisition made in contravention of &#xA7; <a class="law" title="Acquisition of control of insurers" href="/38.2-1323/">38.2-1323</a>; (ii) enforcing any rule, regulation, or <span class="dictionary">order</span> issued by the <span class="dictionary">Commission</span> under the foregoing sections to enjoin the voting of any security so acquired; or (iii) voiding any vote of such security already cast at any meeting of shareholders or providing for such other <span class="dictionary">equitable</span> relief as the nature of the case and the interest of the <span class="dictionary">insurer</span>&#x2019;s policyholders, <span class="dictionary">creditors</span>, and shareholders or the public may require. <a id="paragraph-273593" class="section-permalink" href="https://vacode.org/38.2-1334.1/#A"><i class="fa fa-link"/></a></p></section>
						<section id="B"><p><span class="prefix-number">B.</span> Whenever it appears to the <span class="dictionary">Commission</span> that any <span class="dictionary">person</span> has committed or is about to commit a violation of this article, the <span class="dictionary">Commission</span> may enter an <span class="dictionary">order</span> enjoining such <span class="dictionary">person</span> from violating or continuing to violate this article or any such rule or <span class="dictionary">order</span>, and for such other <span class="dictionary">equitable</span> relief as the nature of the case and the interests of the domestic <span class="dictionary">insurer</span>&#x2019;s policyholders or the public may require. <a id="paragraph-273594" class="section-permalink" href="https://vacode.org/38.2-1334.1/#B"><i class="fa fa-link"/></a></p></section>
						<section id="C"><p><span class="prefix-number">C.</span> In any case where a <span class="dictionary">person</span> has acquired or is proposing to acquire any voting securities in violation of this article or any rule, regulation, or <span class="dictionary">order</span> issued by the <span class="dictionary">Commission</span> hereunder, the <span class="dictionary">Commission</span> may, after reasonable notice, upon application of the <span class="dictionary">insurer</span> or application of the <span class="dictionary">Commissioner of Insurance</span>, seize or <span class="dictionary">sequester</span> any voting securities of the <span class="dictionary">insurer</span> owned directly or indirectly by the <span class="dictionary">person</span>, and <span class="dictionary">issue</span> the <span class="dictionary">order</span> with respect thereto as may be appropriate to effectuate the provisions of this article.
			Notwithstanding any other provisions of <span class="dictionary">law</span>, for the purposes of this article, the situs of the ownership of the securities of domestic <span class="dictionary">insurers</span> shall be deemed to be in the Commonwealth. <a id="paragraph-273595" class="section-permalink" href="https://vacode.org/38.2-1334.1/#C"><i class="fa fa-link"/></a></p></section>
						<section id="D"><p><span class="prefix-number">D.</span> The actions authorized by this section are in addition to any remedies provided for by other sections of this title and may be imposed, in addition to or in lieu of any other penalties or actions provided for by <span class="dictionary">law</span>, whenever such actions involve a <span class="dictionary">person</span> that is neither domiciled nor licensed in this Commonwealth. <a id="paragraph-273596" class="section-permalink" href="https://vacode.org/38.2-1334.1/#D"><i class="fa fa-link"/></a></p></section></text><history>1993, c. 158; 2014, c. 309.</history><metadata></metadata></law>
