§ 1051.14. Death or incapacitation of a certificate holder or certain persons with controlling interest.
(a) Definition. The following word, when used in this section, has the following meaning, unless the context indicates otherwise:
Incapacitation—A determination by a court that an individual is incapacitated as provided in 20 Pa.C.S. § 5511 (relating to petition and hearing; independent evaluation), or for non-Pennsylvania residents, a substantially similar order from a court of competent jurisdiction.
(b) Death or incapacitation of an individual certificate holder.
(1) Except as provided in subsection (d), upon the death or incapacitation of an individual certificate holder, the operation or use of Authority rights conferred by the certificate may continue with the legal representative of the deceased or incapacitated certificate holder.
(2) The legal representative of the deceased or incapacitated certificate holder shall immediately notify the Authority in writing upon the death or incapacitation and provide to the Authority the legal representative’s mailing address, telephone number and email address along with the applicable documentation proving legal authorization to act on the part of the certificate holder.
(3) The legal representative of the deceased or incapacitated certificate holder shall immediately begin the process of finding a qualified person to buy the certificate as provided in Chapter 1059 (relating to applications and sale of rights), including the use of a broker or attorney. Nothing in this section prohibits the legal representative from applying to the Authority to obtain the transferrable rights.
(4) If an SA-1 for the transferable right is not correctly filed, as provided in Chapter 1059 within 90 days of the date the certificate holder died or was declared incapacitated, the certificate will be placed out of service as provided in § 1003.32 (relating to out of service designation) and may be cancelled upon determination of a formal complaint filed by the Enforcement Department or trial counsel.
(5) If an SA-1 for the transferable right is correctly filed within 90 days of the date the certificate holder died or was declared incapacitated, the rights conferred by the certificate shall continue with the legal representative of the deceased or incapacitated certificate holder for the duration of the SA-1 review period and through closing on the sale.
(c) Death, incapacitation or dissolution of certain persons with controlling interest in a certificate.
(1) Except as provided in subsection (d), upon the death, incapacitation or dissolution of a person that owns 5% or more of the certificate holder’s securities, the operation or use of the Authority rights conferred by the certificate may continue with either the certificate holder or with the legal representative of the deceased, incapacitated or dissolved person.
(2) The certificate holder or legal representative of the deceased, incapacitated or dissolved person shall immediately notify the Authority in writing upon the death, incapacitation or dissolution of the person and provide to the Authority the legal representative’s mailing address, telephone number and email address along with the applicable documentation proving legal authorization to act on the part of the deceased, incapacitated or dissolved person.
(3) The certificate holder or legal representative of the deceased, incapacitated or dissolved person shall immediately begin the process of finding a qualified person to buy the securities of the certificate holder referenced in paragraph (1) as provided in Chapter 1059 including the use of a broker or attorney. Nothing in this section prohibits the certificate holder from acquiring the securities of the person referenced in paragraph (1).
(4) If an SA-1 for the sale of the securities referenced in paragraph (1) is not correctly filed as provided in Chapter 1059 within 6 months of the date of that person’s death, incapacitation or dissolution, the certificate will be placed out of service as provided in § 1003.32 and may be cancelled upon determination of a formal complaint filed by the Enforcement Department or trial counsel.
(5) If an SA-1 for the sale of the securities referenced in paragraph (1) is correctly filed, as provided in Chapter 1059, within 6 months of the date of the person’s death, incapacitation or dissolution, the rights conferred by the certificate shall continue for the duration of the SA-1 review period and through closing on the sale.
(d) Ineligibility of successor or legal representative. This section may not be interpreted to permit the operation or use of Authority rights by a person otherwise prohibited from the ability to receive Authority rights. For example, the executor of the estate on a deceased individual certificate holder who would be ineligible to own Authority rights as provided in § 1051.5 (relating to ineligibility due to conviction or arrest) may not operate or supervise the operation of the rights conferred by the certificate.
Authority The provisions of this § 1051.14 temporarily amended under 53 Pa.C.S. § 57B02.
Source The provisions of this § 1051.14 temporarily amended May 5, 2017, effective February 25, 2017, expire upon promulgation of final-form regulations or on November 5, 2018, whichever is later, as set forth in 53 Pa.C.S. § 57B02(b), 47 Pa.B. 2558. Immediately preceding text appears at serial pages (373570) and (360487).
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