TITLE 7.BANKING AND SECURITIES

Part 1. FINANCE COMMISSION OF TEXAS

Chapter 1. CONSUMER CREDIT REGULATION

Subchapter Q. CHAPTER 342, PLAIN LANGUAGE CONTRACT PROVISIONS

7 TAC §§1.1201 - 1.1207

The Finance Commission of Texas adopts new 7 TAC §§1.1201 - 1.1207, concerning a plain language model contract for Subchapter F contracts. New 7 TAC §§1.1201 - 1.1207 includes proposed clauses, disclosures, layout, and font type for Subchapter F plain language contracts. The new rules are adopted with changes to the proposal as published in the December 28, 2001, issue of the Texas Register (26 TexReg 10691).

The purpose of the rules is stated in the purpose clause, §1.1201, and is to implement the provisions of Texas Finance Code §341.502, which requires contracts for consumer loans under Chapter 342, whether in English or in Spanish, to be written in plain language. Use of the model contract is optional; however, should a lender choose not to use the model contract, contracts must be submitted to the agency in accordance with the provisions of 7 TAC §1.841.

The agency received written comments on the rule proposal from: Rob Wisner, Crain, Caton & James; Charles Johnson, Loan Tec Financial Software; and Jennifer Sedeno, Western Shamrock.

One of the comment letters expressed specific technical concerns with portions of the rule; primarily those comments were directed toward a model Subchapter E loan contract that is currently under development. Those comments will be addressed in connection with the development of that rule. The commenter found no need for a separate Subchapter F precomputed loan contract, yet the agency licenses and examines approximately 1,500 locations that almost exclusively engage in those types of transactions. The agency disagrees with this comment and believes that it is important to adopt a model Subchapter F precomputed loan contract. Two of the comment letters expressed concern about the formatting requirements for the new plain language contracts and stated inquiries regarding a Spanish translation of the contract. Additionally one of the comment letters expressed disagreement with the agency estimates on the cost to comply with the rule. The agency's estimates were based on a lender that uses a preprinted precomputed Subchapter F loan form. The commenter stated that many lenders rely on computer systems to reproduce loan forms and that the cost of reprogramming systems to accommodate the new form would be substantially higher than the estimate given in the proposed rule. The agency agrees that costs to reprogram a computer system might be necessary for some lenders who desire to implement the model forms. Of course, a licensed Subchapter F lender who does not desire to modify a computer system always has an option to submit their non-standard contract for a readability review. The agency made several changes to the proposed model form to accommodate computer generated contracts designed to keep the costs associated with reprogramming to a minimum.

Section 1.1202 explains the relationship of federal law to the state requirements. The section describes how any conflicts or inconsistencies shall be resolved.

Section 1.1203 provides definitions in order to ensure consistent treatment and application of defined terms. Technical corrections were made to §1.1203 to more accurately state the definitions.

Section 1.1204 details the required format, typeface, and font for model plain language Subchapter F contracts. The requirements are necessary to ensure that the contract will be easy for consumers to read and understand. Revisions were made to §1.1204 to provide more flexibility for lenders to comply with the formatting provisions. Some lenders verbally expressed a desire to use some sans serif typeface in the text of the loan contract. Some lenders have been using this typeface in their contract for a long period of time and believe that it is easily readable. The agency agrees that sans serif typefaces can be easily readable and removes the requirement that the text of contract be printed in a serif typeface. Sans serif typefaces are generally used for headings, but can be used in the text for a clean, modern look. The rule accommodates both kinds of typefaces and provides that the typeface must be easily readable.

Section 1.1205 identifies the types of provisions that may be included in a Subchapter F contract. In §1.1205 the federal disclosure box was added in the list of contract provisions, one permissible clause was added, and one subsection was reorganized.

Section 1.1206 contains the model clauses. These clauses are the agency's interpretation of a plain language version of typical contract provisions. The modifications in §1.1206 reorganize the provisions related to the security agreement in a single subsection, make consistent grammatical and other nonsubstantive language changes with a similar contract (Subchapter E) that is under development, and provide an optional finance charge earnings clause for lender who make loans of $30 or less.

Section 1.1207 outlines permissible changes that can be made to a contract and still comply with the model provision. This section provides lenders with flexibility in using a model contract. The changes in §1.1207 are conforming changes consistent with the reorganization of the security agreement. Additionally a statement was added permitting creditors considerable flexibility to arrange the format of the contract consistent with the objectives of the rule.

The new section is adopted under the Texas Finance Code §11.304, which authorizes the Finance Commission to adopt rules to enforce Title 4 of the Texas Finance Code. Additionally, Texas Finance Code §341.502 grants the Finance Commission the authority to adopt rules to govern the form of Subchapter F contracts and to adopt model plain language contracts.

These rules affect Texas Finance Code Chapter 342, Subchapter F. These Rules become effective May 1, 2002.

§1.1201.Purpose.

(a) The purpose of these rules is to provide a model plain language contract in English for Texas Finance Code, Chapter 342, transactions. The establishment of model provisions for these transactions will encourage use of simplified wording that will ultimately benefit consumers by making these contracts easier to understand. The use of the "plain language" model contract by a creditor is not mandatory. The creditor, however, may not use a contract other than a model contract unless the creditor has submitted the contract to the commissioner in compliance with 7 TAC §1.841. The commissioner shall issue an order disapproving the contract if the commissioner determines the contract does not comply with this section or rules adopted under this section. A creditor may not claim the commissioner's failure to disapprove a contract constitutes an approval.

(b) These provisions are intended to constitute a complete plain language Subchapter F contract; however, a creditor is not limited to the contract provisions addressed by these rules.

§1.1202.Relationship with Federal Law.

In the event of an inconsistency or conflict between the disclosure or notice requirements in these provisions and any current or future federal law, regulation, or interpretation, the requirements of the federal law, regulation, or interpretation will control to the extent of the inconsistency. The remainder of the contract will remain in full force and effect.

§1.1203.Definitions.

The following words and terms, when used in this subchapter, have the following meanings, unless the context clearly indicates otherwise:

(1) Acquisition Charge--a finance charge assessed for making the loan as authorized under 342.252.

(2) Borrower--the person or persons who sign the loan agreement.

(3) Collateral--an interest in personal property which serves to secure the payment or performance of an obligation. See "Security."

(4) Deferment--an additional period of time beyond a due date for the borrower to make a payment or payments. See "Extension."

(5) Installment Account Handling Charge--a finance charge assessed on the loan as authorized under §342.252.

(6) Prepayment--any whole or partial payment of an amount equal to one or more full installments made by the borrower prior to the date the payment is due.

(7) Security--an interest in personal property which serves to secure the payment or performance of an obligation. See "Collateral."

§1.1204.Format, Typeface, and Font.

(a) Plain language contracts must be printed in an easily readable font and type size pursuant to Texas Finance Code §341.502(a). If other state or federal law requires a different type size for a specific disclosure or contractual provision, the type size specified by the other law should be used.

(b) The text of the document must be set in an easily readable typeface. Typefaces considered to be readable include: Times, Scala, Caslon, Century Schoolbook, Helvetica, Arial, and Garamond.

(c) Titles, headings, subheadings, captions, and illustrative or explanatory tables or sidebars may be used to distinguish between different levels of information or provide emphasis.

(d) Typeface size is referred to in points (pt). Because different typefaces in the same point size are not of equal size, type face is not strictly defined but is expressed as a minimum size in the Times typeface for visual comparative purposes. Use of a larger typeface is encouraged. The typeface for the federal disclosure box or other disclosures required under federal law must be legible, but no minimum typeface is required. Generally, the typeface for the remainder of the contract must be at least as large as 8pt in the Times typeface.

§1.1205.Contract Provisions.

A Chapter 342, Subchapter F contract may include, but is not limited to, the following contract provisions to the extent not prohibited by law or regulation. If the lender desires to exercise its rights under one of the following provisions, it must include the provision in the contract. A lender who does not desire to apply a provision is not required to include it in the contract. For example, if a lender does not take a security interest in the borrower's personal property, the provisions addressing security interests are not required.

(1) Identification of the parties, including the name and address of each party;

(2) A Truth-in-Lending Act (TILA) disclosure box;

(3) A definition section specifying the pronouns that designate the borrower and the lender;

(4) A promise to pay;

(5) A late charge provision;

(6) A provision for after maturity interest;

(7) A provision specifying that prepayment is permitted;

(8) A provision specifying the finance charge earnings and refund method;

(9) A provision authorizing deferments;

(10) A provision specifying the conditions causing default;

(11) A waiver of notice of intent to accelerate and waiver of notice of acceleration;

(12) A provision contracting for a fee for a dishonored check;

(13) A signature block;

(14) A security agreement including provisions addressing:

(A) a statement that the collateral is free from encumbrances;

(B) the location and restrictions on movement or transfer of the collateral; and

(C) a statement that the borrower will appropriately maintain and use the collateral;

(15) A provision regarding the mailing of notices to the borrower;

(16) Statement of truthful information;

(17) A provision expressing no waiver of lender's rights;

(18) A clause stating that all modifications to the contract must be in writing;

(19) A provision stating Texas and federal law will apply to the contract;

(20) A clause providing for joint liability;

(21) A usury savings clause;

(22) Complaints and inquiries notice;

(23) An arbitration agreement; and

(24) A clause stating that if any part of the contract is invalid, all other parts remain valid.

§1.1206.Model Clauses.

(a) Generally. These model clauses are the plain language rendition of contract clauses that have typically been stated in technical legal terms.

(1) The model clauses refer to the Borrower as "I" or "me." The Lender is referred to as "you" or "your."

(2) Nothing in this regulation prohibits a contract from including provisions that provide more favorable results for the borrower than those that would result from the use of a model clause.

(b) Promise to Pay. The model clause for the borrower's promise to pay reads: "I promise to pay the Total of Payments to the order of you, the Lender. I will make the payments at your address above. I will make the payments on the dates and in the amounts shown in the Payment Schedule."

(c) Late Charge. The late charge model clause reads: "If I don't pay an entire payment within 10 days after it is due, you can charge me a late charge. The late charge will be 5% of the scheduled payment."

(d) After Maturity Interest. The after maturity interest model clause reads: "If I don't pay all I owe by the date the final payment becomes due, I will pay interest on the amount that is still unpaid. That interest will be at a rate of 18% per year and will begin the day after the final payment becomes due."

(e) Prepayment Clause. The model prepayment clause reads: "I can make any payment early."

(f) Finance Charge Earnings and Refund Method. The model finance charge earnings and refund method reads: "The acquisition charge on this loan will not be refunded if I pay off early. If I pay all I owe before the beginning of the last monthly period, I will save part of the installment account handling charge. You will figure the amount I save by the Sum of the Periodic Balances Method. This method is explained in the Finance Commission rules. You don't have to refund or credit any amount less than $1." At the lender's option, the lender may include the following model finance charge and refund method language if the lender makes loans of $30 or less: "The acquisition charge on this loan will not be refunded if I pay off early. If this loan is for more than $30 and I pay all I owe before the beginning of the last monthly period, I will save part of the installment account handling charge. You will figure the amount I save by the Sum of the Periodic Balances Method. This method is explained in the Finance Commission rules. You don't have to refund or credit any amount less than $1."

(g) Deferment Clause. The deferment model clause reads: "If I ask for more time to make any payment and you allow me more time, I will pay additional interest to extend the payment. The additional interest will be figured as provided in the Finance Commission rules."

(h) Default Clause. The model default clause reads: "If I break any of my promises in this document, you can demand that I immediately pay all that I owe. You can also do this if you in good faith believe that I am not going to be willing or able to keep all of my promises."

(i) Waiver of Notice of Intent to Accelerate and Waiver of Notice of Acceleration Clause. The waiver of notice of intent to accelerate and waiver of notice of acceleration clause reads: "I agree that you don't have to give me notice that you are demanding or intend to demand immediate payment of all that I owe.

(j) Fee for Dishonored Check Clause. The fee for dishonored check model clause reads: "I agree to pay you a reasonable fee of up to $25 for a returned check. You can add the fee to the amount I owe under this agreement or collect it separately."

(k) Clause Describing Collateral. In the TILA disclosure box, the model clause describing the collateral reads: "You will have a security interest in the following described collateral ________________." At the creditor's option, if the promissory note is unsecured, the lender may use the following clause: "This note is unsecured."

(l) Security Agreement Clause. The model clause setting out the security agreement in case of default reads: "If I am giving collateral for this loan, I will see the separate security agreement for more information and agreements."

(m) Mailing of Notice to Borrower. The model agreement regarding notice to the borrower reads: "You can mail any notice to me at my last address in your records.

(n) Statement of Truthful Information. The following clause is sufficient as the borrower's agreement that the information provided to the lender is true: "I promise that all information I gave you is true."

(o) No Waiver of Lender's Rights. The model agreement regarding the lender's rights reads: "If you don't enforce your rights every time, you can still enforce them later."

(p) Modifications in Writing. The model agreement requiring any change to be in writing reads: "Any change to this agreement has to be in writing. Both you and I have to sign it."

(q) Application of Law. The model clause regarding the law to be applied to the contract reads: "Federal law and Texas law apply to this contract."

(r) Joint Liability. The model joint liability agreement reads: "I will keep all of my promises in this document. If there is more than one Borrower, each Borrower agrees to keep all of the promises in this document, even if the other Borrowers do not."

(s) Usury Savings Clause. The model usury savings clause reads: "I don't have to pay interest or other amounts that are more than the law allows."

(t) Complaints and Inquiries Notice. "This lender is licensed and examined by the State of Texas - Office of Consumer Credit Commissioner. Call the Consumer Credit Hotline or write for credit information or assistance with credit problems. Office of Consumer Credit Commissioner, 2601 North Lamar Boulevard, Austin, Texas 78705-4207, (512) 936-7600, (800) 538-1579."

(u) Security Agreement. The model clause setting out the security agreement reads: "We are entering into this security agreement at the same time that we are entering into a loan. In exchange for the loan referenced above, I agree to the follow terms and conditions: To secure this loan, I give you a security interest in the collateral. The collateral includes the property listed below, anything that becomes attached to it, and all proceeds of the collateral. This security interest also secures all other debt I owe you now. I understand that all collateral that I have given to secure loans may also be used to secure this and any other loans I may make to you. I own the collateral. I won't sell or transfer it without your written permission. I won't allow anyone else to have an interest in the collateral except you. I will keep the collateral at my address shown above. I will promptly tell you in writing if I change my address. I won't permanently remove the collateral from Texas unless you give me written permission. I will timely pay all taxes and license fees on the collateral. I will keep it in good repair. I won't use the collateral illegally. Any substitutions or replacements for, accessions, attachments, and other additions to the collateral, including insurance proceeds, are considered part of the collateral. Any change to this security agreement has to be in writing. Both you and I have to sign it. Any default under my agreements with you will be a default of this security agreement. Federal and Texas law apply to this security agreement. If I don't keep any of my promises, you can take the collateral. You will only take the collateral lawfully and without a breach of the peace. If you take my collateral, you will tell me how much I have to pay to get it back. If I don't pay you to get the collateral back, you can sell it or take other action allowed by law. You will send me notice at least 10 days before you sell it. My right to get the collateral back ends when you sell it. You can use the money you get from selling it to pay amounts the law allows, and to reduce the amount I owe. If any money is left, you will pay it to me. If the money from the sale is not enough to pay all I owe, I must pay the rest of what I owe you plus interest."

§1.1207.Permissible Changes.

(a) An authorized lender may consider making the following types of changes to the model clauses:

(1) The addition of information related to information set forth in the model clauses that is not otherwise prohibited by law.

(2) Substituting another term for "Lender", "Borrower" that has the same meaning, or use of pronouns such as "you", "we" and "us."

(3) The model clauses may be presented in any order, and may be combined or further segregated at the creditor's option.

(4) Inserting descriptive headings or number provisions.

(5) Changing the case of a word if otherwise permitted by the Texas Finance Code.

(6) Other changes which do not affect the substance of the disclosures.

(7) A sample model contract is presented in the following example.

Figure: 7 TAC §1.1207(a)(7)

(8) A sample model security agreement is presented in the following example.

Figure: 7 TAC §1.1207(a)(8)

(b) An authorized lender has considerable flexibility to arrange the format of the model form if the revised format does not significantly adversely affect the substance, clarity, or meaningful sequence of the disclosures.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on February 22, 2002.

TRD-200201126

Leslie L. Pettijohn

Commissioner

Finance Commission of Texas

Effective date: May 1, 2002

Proposal publication date: December 28, 2001

For further information, please call: (512) 936-7640


Subchapter S. MOTOR VEHICLE SALES FINANCE LICENSES

7 TAC §§1.1401 - 1.1410

The Finance Commission of Texas adopts new 7 TAC §§1.1401 - 1.1410, concerning licensing procedures for motor vehicle sellers and contract holders. The new rules are adopted with changes to the proposal as published in the December 28, 2001, issue of the Texas Register (26 TexReg 10694).

The adopted new rules provide procedures for filing an application for and issuance of a motor vehicle sales finance license under Chapter 348, Texas Finance Code, procedures for the transfer of a motor vehicle sales finance license, processing procedures and time frames for applications, procedures for changes in business form or proportionate ownership, procedures for amendments to pending applications, procedures for the relocation of licensed offices, procedures for designating licenses in an active and inactive status, and the fees associated with licensing activities.

Section 1.1401 defines particular terms. Several new definitions were added to clarify the use of these terms as they appear later in the rule or in the application forms themselves. The definition of "principal party" is a critical term to identify individuals who must be investigated. The definition of this term was clarified to add flexibility for the applicants, especially publicly held applicants, and to only require investigation of parties closely affiliated with the financing operation.

Section 1.1402 describes the procedure for filing a new application for a motor vehicle sales finance license, including instructions regarding what form to use and what information is necessary on the application and what information must be filed with the application. A provision was added to distinguish additional branch offices from the main (headquarters) location. In the original proposed rule, all locations would require a license. In the revised rule, a single license would be required for the main location and other offices would only be required to register. Further modifications were made to the rule to reduce the volume of filings required. For example, an applicant is not required to file complete copies of certain corporate documents such as the bylaws, but need only file copies of the relevant portions. In some cases, in lieu of the copies of relevant portions of documents, certifications from the secretary of the corporation will suffice. A reference was also made to the statutory provision that permits applicants to pay a late filing fee and apply for a retroactive license.

Section 1.1403 describes the procedure for filing an application for transfer of a motor vehicle sales finance license, including the filing requirements.

Section 1.1404 describes how an application for a motor vehicle sales finance license is processed, including a description of when an application is complete as well as an explanation of what may occur if an applicant fails to complete an application. In addition, this section describes the hearings process that occurs if the applicant contests the denial of its application.

Section 1.1405 describes what action the licensee must take when it changes the proportion of ownership in or the form of the licensed entity that lists the time frame within which the licensee must notify the commissioner.

Section 1.1406 requires each applicant, upon discovery of new or changed information, to supplement its application within 10 days of discovery of the new or changed information.

Section 1.1407 describes the procedures for relocating a licensed office, including deadlines for notification thereof.

Section 1.1408 describes how a licensee may change its license from active to inactive status and how a license may activate an inactive license.

Section 1.1409 sets out the fees for new licenses, license transfers, fingerprint checks, license amendments, license duplication, and cost of hearings.

Section 1.1410 states the implementation provisions including the authority to issue provisional licenses, if necessary.

Changes to sections 1.1403 - 1.1410 were primarily clarifying changes or conforming revisions to accommodate the registered branch offices modification. Certain revisions were made to provide flexibility to publicly held corporations.

The agency received written comments from: Andrew Siegel representing the New Car Dealers Association of Greater Dallas; and Texas Independent Automobile Dealers Association, Round Rock.

One commenter disagreed with the adoption of the rules. The commenter suggested that the proposed rules be amended to exempt new car dealers from the rules or to postpone adoption of the rules. The requirement for licensing of sellers of motor vehicles financed under Chapter 348 of the Texas Finance Code was mandated by statute (Senate Bill 317). The statute does not exempt a class of dealers from the application of the licensing statute. By its terms the statute requires all sellers and holders of motor vehicles contracts covered by Chapter 348 to become licensed. The agency believes that it would not only violate the legislative intent, but that it would exceed the agency's authority to exempt a class of motor vehicle sellers from the application of the statute and the corresponding rules. The statute requiring the license becomes effective September 1, 2002. In order to begin processing licensing applications and implement the statute by its effective date, it is paramount that the agency act promptly in adopting rules with licensing procedures. Processing licensing applications for a large number of applicants will require the agency to begin processing applications as soon as possible, so that as many licenses as possible can be processed and issued in advance of the September 1 deadline. The agency believes that it is appropriate and prudent to adopt the rules at this time and respectfully disagrees with the commenter.

Another commenter offered specific recommendations for modifications of the rule. The agency agreed with several of these comments and modified the rule accordingly. The other remarks offered by this commenter addressed topics not covered by the proposed rule.

The agency met several times with representatives of trade associations representing persons covered by the rule. The agency made modifications to the proposed rule as a result of this valuable input and feedback. Generally, these modifications were to make the rules more flexible and less burdensome for the companies who are required to become licensed.

The new rules are adopted under the Texas Finance Code §§11.304 and 348.513, which authorize the Finance Commission to adopt rules to enforce Title 4 and Chapter 348 of the Texas Finance Code.

These rules affect Chapter 348, Texas Finance Code.

§1.1401.Definitions.

Words and terms used in this chapter that are defined in Chapter 348, Texas Finance Code, have the same meanings as defined in Chapter 348. The following words and terms, when used in this chapter, shall have the following meanings, unless the context clearly indicates otherwise.

(1) Affiliate--A business entity directly or indirectly through one or more intermediaries that is under common control with the applicant or licensee.

(2) Applicant--An entity that has filed the required forms and fees to operate under a license from the Office of Consumer Credit Commissioner pursuant to Chapter 348, Texas Finance Code.

(3) Foreign Entity--An entity formed under the laws of a jurisdiction other than the state of Texas.

(4) Licensed Location--The central or main location of the entity.

(5) Principal Party--An individual with a substantial relationship to the proposed business of the applicant. The following individuals are considered to be principal parties:

(A) proprietors;

(B) general partners;

(C) voting members of a limited liability corporation;

(D) officers of privately-held corporations, to include the chief executive officer or president, the chief operating officer or vice president of operations, and those with substantial responsibility for operations or compliance with Chapter 348, Texas Finance Code;

(E) individuals associated with publicly-held corporations designated by the applicant as follows:

(i) officers as provided by subsection (4) of this section (as if the corporation was privately- held); or

(ii) three officers or similar employees with significant involvement in the corporation's activities governed by Chapter 348, Texas Finance Code. One of the persons designated shall be responsible for assembling and providing the information required on behalf of the applicant and shall sign the application for the applicant.

(F) directors of privately-held corporations;

(G) trustees; and

(H) individuals designated as a principal party where necessary to fairly assess the applicant's financial responsibility, experience, character, general fitness, and sufficiency to command the confidence of the public and warrant the belief that the business will be operated lawfully and fairly as required by the commissioner.

(6) Privately-Held Corporation--A corporation that is not publicly-held.

(7) Publicly-Held Corporation--A corporation:

(A) subject to the registration provisions of Securities Act of 1933 in order to allow a public offering of voting stock; or

(B) owned directly or indirectly by a parent corporation that is subject to the registration provisions of Securities Act of 1933.

(8) Registered Offices--Each location other than the licensed location where a licensee will originate, service, or collect retail installment contracts subject to Chapter 348, Texas Finance Code.

§1.1402.Filing of New Application.

An application for issuance of a new motor vehicle sales finance license must be submitted on forms prescribed by the commissioner at the date of filing and in accordance with the commissioner's instructions. The application must include the appropriate fees and the following:

(1) Required Forms.

(A) Application for Motor Vehicle Finance License.

(i) Location. A physical street address must be listed for the applicant's proposed licensed location. If the address has not yet been determined or the application is for an inactive license, then the application must indicate an application for an inactive license.

(ii) Registered Offices. A physical street address must be provided for each proposed location that will be originating, servicing, or collecting transactions.

(iii) Individual Responsible for Financing Operations. Name the person responsible for the day-to-day financing operations of applicant's proposed office.

(iv) Signature.

(I) If the applicant is a proprietor or a partnership, each proprietor and general partner must sign.

(II) If the applicant is a corporation, an authorized officer.

(III) If the applicant is a limited liability company, an authorized member or manager must sign.

(IV) If the applicant is a trust or estate, the trustee or executor must sign.

(B) Disclosure of Owners and Principal Parties. If an individual's interest in an entity is community property, then the spouse's community property interest must also be listed. If the business interest is owned by a married individual as separate property, documentation establishing or confirming separate property status should be provided.

(i) Proprietorship. An individual owning and operating the business must be named.

(ii) General Partnership. Each partner must be listed and the percentage of ownership stated.

(iii) Corporation. The officers and directors' sections on the form must be completed. Each shareholder holding at least 10% of the voting stock must be named if the corporation is privately-held. If a parent corporation is the sole or part owner of the proposed business, a narrative or diagram must be attached that describes each level of ownership greater than 10%.

(iv) Limited Liability Partnership. Each partner, general and limited, owning at least 10% must be listed and the percentage of ownership stated. If a partner is a business entity and not an individual, a narrative or diagram must be attached that describes each level of ownership greater than 10%.

(v) Limited Liability Company. Each manager, officer, agent, and member owning at least 10% of the company, as those terms are used by the Texas Limited Liability Company Act, Texas Civil Statutes, Article 1528n, must be named. If a member is a business entity and not an individual, a narrative or diagram must be attached that describes each level of ownership greater than 10%.

(vi) Trust or Estate. Each trustee or executor must be listed.

(C) Application Questionnaire. Questions requiring a yes answer must be accompanied by an explanatory statement and any appropriate documentation requested on the form.

(D) Statutory Agent Disclosure. This form must be completed by each applicant. The statutory agent is the person or entity to whom any legal notice may be delivered. The agent must be a Texas resident and list an address for legal service. If the statutory agent is an individual, the address must be a physical residential address.

(E) Personal Affidavit, Personal Questionnaire, and Employment History. Each individual listed on the application as a principal party must complete the forms. The employment history must also include the individual's association with the entity applying for the license.

(F) Fingerprint Card. A complete set of legible fingerprints must be provided for each individual that is a principal party. Individuals who have previously been licensed by the agency and principal parties of entities currently licensed are not required to provide fingerprints. All fingerprints should be submitted on the format provided by the agency and approved by the Department of Public Safety and the Federal Bureau of Investigation.

(2) Other Required Filings.

(A) Contract Forms. The applicant must provide information regarding the retail installment contract forms generally expected to be used.

(i) Custom Forms. If a custom contract form is anticipated for regular use, a complete preliminary draft indicating the number and distribution of copies expected for each transaction must be submitted.

(ii) Stock Forms. If an applicant plans to purchase stock forms from a supplier, the applicant must attach a statement that includes the supplier's name and address and a list identifying the forms to be used.

(B) Statement of Experience. An applicant should provide information that relates to the applicant's prior experience in the motor vehicle sales finance business. If the applicant or its principal parties do not have significant experience in the business, the applicant must provide a written statement explaining the applicant's relevant business experience or education, why the commissioner should find that the applicant has the requisite experience, and how the applicant plans to obtain the necessary knowledge to operate lawfully and fairly.

(C) Business Operation Plan. An applicant must attach a brief narrative to the application explaining:

(i) the extent of planned motor vehicle sales finance activity;

(ii) whether the applicant will be the creditor to whom the contract is originally payable;

(iii) whether the applicant will be assigning the contract to another financing entity (assignee) and, if so, list the types of entities;

(iv) whether the applicant will only be accepting contracts from another entity (assignor), and, if so, list the types of entities; and

(v) whether the collections will occur at the licensed location.

(D) Entity Documents.

(i) Partnerships. A partnership applicant must submit a copy of the relevant portions of the partnership agreement addressing ownership and the responsibility for operations

(ii) Corporations. A corporate applicant, domestic or foreign, must provide the following documents:

(I) copies of the relevant portions of the by-laws addressing directors and officers of the corporation; and

(II) minutes of corporate meetings that record the election of the statutory agent and all current officers and directors as listed on the license application or a certification from the secretary of the corporation identifying the statutory agent and current officers and directors as listed on the license application.

(iii) Foreign Entities. In addition to the items required by this chapter, a foreign entity must provide a statement of where records of Texas transactions will be kept. If these records will be maintained at a location outside of Texas, the applicant must acknowledge responsibility for the travel costs associated with examinations in addition to the usual assessment or agree to make all the records available for examination in Texas.

(iv) Publicly-Held Corporations. In addition to the items required for corporations, a publicly-held corporation must file the most recent 10K or 10Q for the applicant or for the parent company.

(v) Trusts. A copy of the relevant portions of the instrument that created the trust addressing management of the trust and operations of the applicant must be filed with the application.

(vi) Estates. A copy of the relevant portions of the instrument establishing the estate addressing management of the estate and operations of the applicant must be filed with the application.

(vii) Limited Liability Companies. A limited liability company applicant, domestic or foreign, must provide the following documents:

(I) a copy of the relevant portions of the operating agreement addressing responsibility for operations; and

(II) minutes of meetings that record the election of the statutory agent and all current officers, directors, and managers as listed on the license application, or a certification identifying the statutory agent and current officers, directors, and managers as listed on the license application.

(E) Registered Offices. An applicant must submit the assumed name (DBA), physical address, telephone number, and individual responsible for financing operations for each registered office.

(3) Additional Offices. An applicant or licensee must provide the assumed name (DBA), physical address, telephone number, and individual responsible for financing operations for each new registered office and the appropriate fees before operations begin. Other information required by this section need not be filed if the information on file with the agency is current and valid.

(4) Late Filing. An applicant who desires to retroactively file a license application may do so by complying with Texas Finance Code, section 349.303, and the rules adopted under this chapter. A licensee who desires to retroactively register an office may do so by complying with the Texas Finance Code, section 349.302, and the rules adopted under this chapter.

§1.1403.Transfer of License.

(a) Definition. As used in this section, a "transfer of ownership" occurs whenever an existing owner relinquishes that owner's entire interest in a license or an entirely new entity has obtained an ownership interest in the license. This term includes any purchase or acquisition of control over more than 10% of the outstanding voting stock of any licensed privately-held corporation, or of any privately-held corporation which is the parent or controlling stockholder of a licensed corporation. The term also includes stock ownership changes that result in a change of control for a publicly-held company. This term also includes any acquisition of a license by gift, devise, or descent. This term does not include a change in proportionate ownership as defined in section 1.1405(c)(1) of this title.

(b) Approval of Transfer. No license may be sold, transferred, or assigned without written approval by the commissioner.

(c) Filing Requirements. An application for transfer of a license must be submitted on forms prescribed by the commissioner and in accordance with the rules and instructions. The application for transfer shall include the appropriate fees and the following:

(1) Application Form. The instructions in section 1.1402(1) of this title (relating to Filing of New Application) are applicable to this filing.

(2) Evidence of the Transfer of Ownership. Documentation evidencing the transfer of ownership must be filed with the application and should include one of the following:

(A) a copy of the asset purchase agreement when only the assets have been purchased;

(B) a copy of the stock purchase agreement or other evidence of acquisition if voting stock of a corporate license has been purchased or otherwise acquired; or

(C) any document that transferred ownership in a license by gift, devise, or descent, such as a probated will or a court order.

(d) Permission to Operate. No business under the license shall be conducted by any transferee until the application has been received, all applicable fees have been paid, and a request for permission to operate has been approved. A request for permission to operate during the pendency of the application may be denied. This subsection does not apply to a change of control of a publicly-held corporation or a change due to the death or disability of an individual.

(e) Purchaser Operating Under Seller's License. A written agreement whereby a seller grants a buyer the authority to operate under the seller's license pending approval of the buyer's new license application is authorized. The agreement must provide that the seller accepts full responsibility to any customer of the licensed business for any acts of the buyer in connection with the operation of the business. The written agreement between the seller and the buyer must be submitted to the commissioner with a request to operate under the seller's license not less than 10 business days after the closing or the date of the sale. The agreement shall be for a defined period of time as provided in the agreement.

(f) Application Filing Deadline. Applications filed in connection with transfers of ownership may be filed in advance but must be filed no later than 10 calendar days following the actual transfer. Failure to meet the application filing deadline does not invalidate transactions unless the agency has obtained a contrary finding through the administrative process.

§1.1404.Processing of Application.

(a) Initial Review. Applications shall be responded to within 14 calendar days of receipt stating that the application is complete and accepted for filing or stating that the application is incomplete and specifying the information required for acceptance.

(b) Complete Application. An application is complete when:

(1) it conforms to the rules and published instructions;

(2) all fees have been paid; and

(3) all requests for additional information have been satisfied.

(c) Failure to Complete Application. If a complete application has not been filed within 30 calendar days after notice of deficiency has been sent to the applicant, the application may be denied.

(d) Hearing. Whenever an application is denied, the affected applicant has 30 calendar days from the date the application was denied to request in writing a hearing to contest the denial. This hearing shall be conducted pursuant to the Administrative Procedure Act, Texas Government Code, Chapter 2001, and section 9.1 et seq. of this title (relating to Rules of Procedure for Contested Case Hearings, Appeals, and Rulemakings), before an administrative law judge who will recommend a decision to the commissioner. The commissioner will then issue a final decision after review of the recommended decision.

(e) Denial. If an application has been denied, the investigation fee in section 1.1409(a) of this title (relating to Fees) shall be forfeited.

(f) Processing Time.

(1) A license application shall ordinarily be approved or denied within a maximum of 60 calendar days after the date of filing of a completed application.

(2) When a hearing is requested following an initial license application denial, the hearing shall be held within 60 calendar days after a written request for a hearing is made unless the parties agree to an extension of time. A final decision approving or denying the license application shall be made after receipt of the proposal for decision from the administrative law judge.

(3) Exceptions. More time may be taken where good cause exists, as defined by Texas Government Code, section 2005.004, for exceeding the established time periods in paragraphs (1) and (2) of this subsection.

(g) Applications and Notices as Public Records. Once a license application or notice is filed with the agency, it becomes a "state record" under Texas Government Code, section 441.180(11), and "public information" under Texas Government Code, section 552.002. Under Texas Government Code, sections 441.190, 441.191 and 552.004, the original applications and notices must be preserved as "state records" and "public information" unless destroyed with the approval of the director and librarian of the State Archives and Library Commission under Texas Government Code, section 441.187. Under Texas Government Code, section 441.191, the agency may not return any original documents associated with a license application or notice to the applicant or licensee. An individual may request copies of a state record under the authority of the Texas Government Code, Chapter 552.

§1.1405.Change in Form or Proportionate Ownership.

(a) Organizational Form. When any licensee desires to change the organizational form of its business (e.g., from proprietorship to corporation), the licensee must advise the commissioner in writing of the change within 10 calendar days by filing the appropriate fees and transfer documents as provided in this title. In addition, the licensee shall submit a copy of the relevant portions of the organizational document for the new entity (i.e., the articles of incorporation) addressing the ownership and management of the new entity. Failure to meet the application filing deadline does not invalidate transactions unless the agency has obtained a contrary finding through the administrative process.

(b) Merger. A merger of a licensee is a change of ownership that results in a new or different surviving entity and requires the filing of a transfer application pursuant to this title. A merger of the parent entity of a licensee that leads to the creation of a new entity requires a transfer application pursuant to this title. A merger of the licensee's parent entity resulting in a different surviving parent entity requires a transfer application pursuant to this title. Mergers or transfers of other entities with a beneficial interest beyond the parent entity level only require notification within 10 calendar days. Failure to meet the application or notification filing deadline does not invalidate transactions unless the agency has obtained a contrary finding through the administrative process.

(c) Proportionate Ownership.

(1) A proportional change in ownership among the current owners does not require the filing of a transfer application, but does require notification when the cumulative ownership change to a single entity or individual amounts to greater than 10%. The notification is required no later than 10 calendar days following the actual change.

(2) This section does not apply to a publicly-held corporation that has filed with the agency the most recent 10K or 10Q filing of the licensee or the publicly-held parent corporation.

(3) Failure to meet the notification filing deadline does not invalidate transactions unless the agency has obtained a contrary finding through the administrative process.

§1.1406.Amendments to Pending Application.

Each applicant shall provide information supplemental to that contained in the applicant's original application documents and attachments. Any action, fact, or information that would require a materially different answer than given in the original license application and which relates to the qualifications for license must be reported within 10 calendar days after the person has knowledge of the action, fact, or information.

§1.1407.Relocation.

(a) Relocation of a Licensed Location. A licensee may move a licensed location to any other location by paying the appropriate fees and giving notice of intended relocation to the commissioner not less than 10 calendar days prior to the anticipated moving date.

(b) Relocation of a Registered Office. A licensee may move a registered office from the registered location to any other location by payment of the appropriate fees and giving notice of intended relocation to the commissioner not less than 10 calendar days prior to the anticipated moving date.

(c) The notice must include the contemplated new address of the licensed location or registered office and the approximate date of relocation. Failure to meet the notification deadline does not invalidate transactions unless the agency has obtained a contrary finding through the administrative process.

§1.1408.License Status.

(a) Inactivation of an Active License. A licensee may cease operating a licensed location by giving notice of the cessation of operations on the appropriate form not less than 10 calendar days prior to the anticipated inactivation date and remitting the fee for license amendment. Registered offices will be designated as closed when a license is inactivated.

(b) Activation of an Inactive License. A licensee may activate a license by giving notice of the intended activation on the appropriate form not less than 10 calendar days prior to the anticipated activation date and remitting the fee for license amendment. Registered offices must be listed and appropriate fees paid upon activation of a license.

(c) Expiration. A license will expire unless a fee is paid by the due date on the license renewal form. A licensee that pays the annual renewal and examination assessment will automatically be renewed even though a new license may not be issued.

§1.1409.Fees.

(a) New Licenses.

(1) A $100 non-refundable investigation fee is assessed each time an application for a new license is filed.

(2) Registered Office Fees. The fee for each registered office is $25.

(b) License Transfers. An applicant must pay a non-refundable investigation fee of $100 for the transfer of a license.

(c) Fingerprint Record Checks. The non-refundable fee to investigate each applicant's fingerprint record is $40 per set. This fee must be paid for each set of fingerprints filed with an application for a new license or a license transfer.

(d) License Amendment.

(1) A fee of $25 must be paid each time a licensee seeks to amend a license by rendering a license inactive, activating an inactive license, changing the assumed name of the licensee, or relocating a licensed location.

(2) Registered Office Amendment Fees. The fee for amending or transferring a registered office is $10.

(e) Annual Renewal and Examination Assessment.

(1) An annual renewal fee is required for each licensee consisting of:

(A) a licensed location fee of $75;

(B) a registered office fee of $10 per location; and

(C) a variable fee based upon the annual dollar volume of contracts originated or acquired during the preceding calendar year.

(2) The maximum annual assessment for each active license shall be no more than $250 excluding the registered office fees.

(f) Licensed Location or Registered Office Duplicate Certificate. The fee for a duplicate certificate is $10.

(g) Costs of Hearings. The commissioner may assess the costs of an administrative appeal pursuant to the Texas Finance Code, section 14.207 for a hearing afforded under section 1.1404 of this title (relating to Processing of Application), including the cost of the administrative law judge, the court reporter, and agency staff representing the agency at a hearing.

§1.1410.Implementation Provisions of Licensing.

(a) Effective Date. The effective date of the statutory licensing requirement is September 1, 2002. After September 1, 2002, a motor vehicle seller may not engage in any retail installment transaction without a provisional or permanent license granted under this title. Any motor vehicle seller engaging in a motor vehicle sales finance transactions must comply with the provisions of the Texas Finance Code, sections 348.401 and 348.402 as it existed prior to September 1, 2001, and 7 TAC, Part I, Chapter 1, Subchapter P until September 1, 2002. Failure to comply with required registration provisions is grounds for denial of an application made under section 1.1404 of this title (relating to Processing of Application).

(b) Provisional license. The commissioner may issue a provisional license with a specified expiration date if necessary during implementation.

(c) Securitization of transactions. In the case of securitized transactions, such as a transaction in which motor vehicle retail installment contracts are held in trust or similar structure with participatory interests in the structure transferred to investors, the licensing requirements may be fulfilled either by the trust or other securitization entity or by the servicer that is responsible for servicing the contracts included in the securitized entity.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on February 22, 2002.

TRD-200201127

Leslie L. Pettijohn

Commissioner

Finance Commission of Texas

Effective date: March 14, 2002

Proposal publication date: December 28, 2001

For further information, please call: (512) 936-7640


Chapter 4. CURRENCY EXCHANGE

7 TAC §4.21

The Finance Commission of Texas (the commission) adopts new §4.21, concerning the filing of consumer complaints with the Texas Department of Banking (department). New §4.21 is being adopted with nonsubstantive changes to the proposal as published in the November 2, 2001, Texas Register (26 TexReg 8629). The text of new §4.21 will be republished.

Section 4.21 implements the requirements of Finance Code, §11.307, pertaining to the filing of consumer complaints with the department.

New §4.21 specifies the manner in which currency exchange, transmission, and transportation licensees provide consumers with information on how to file complaints with the department. The new section also requires that the information on how to file complaints be included with each privacy notice a currency exchange, transmission, and transportation licensee is required by law to provide to consumers.

The commission received no comments regarding the proposal. However, the commission made nonsubstantive changes to the rule as proposed for consistency with similar recently adopted rules applying Finance Code, §11.307 to other regulated industries. See, for example, §29.21 of this title (relating to How Do I Provide Information to Consumers on How to File a Complaint) published for adoption in this issue of the Texas Register.

The commission revised the language of the required notice for providing information to consumers of currency exchange, transmission, and transportation licensees on how to file complaints with the department in subsection (b)(1).

Further, the rule as proposed required currency exchange, transmission, and transportation licensees to post the required notice in every area where the licensee conducts business on a face-to-face basis. However, such business is often conducted by the agent of a licensee rather than the licensee itself. The commission has therefore revised subsection (b)(5)(A) to require that the notice must be posted in an area where the licensee or its agent conducts business with consumers on a face-to-face basis, that the licensee is responsible for providing the notice to its agents, and that the licensee is in compliance with this section if it provides the required notice to its agents and requires posting of the notice in its contract with the agent. A licensee that fails to hold an agent accountable for actions or conduct on behalf of the licensee under this section may be subject to enforcement sanctions under Finance Code, Chapter 153, Subchapter E.

The commission also added an alternative to compliance with the posting requirement of subsection (b)(5)(A). Instead of posting the required notice, the required notice may be included on the currency exchange, transmission, or transportation transaction receipts.

The commission added language to subsection (b)(3) to clarify that the requirement to include consumer complaint notices with privacy notices applies only to Texas consumers.

The commission also provided that the notice required to be included with each privacy notice under subsection (b)(3), and required to be accessible on a website offering currency exchange, transmission, or transportation services under subsection (b)(5)(B), be in substantially the same language and form as the required notice set out in subsection (b)(1).

Section 4.21 is adopted under the authority of Finance Code, §11.307, which requires the commission to adopt rules specifying the manner in which currency exchange, transmission, and transportation licensees provide consumers with information on how to file complaints with the department. The commission concluded that the changes made to the proposal are nonsubstantive because no person's rights are adversely affected by the changes in the adopted rule as compared to the proposal.

§4.21.How Do I Provide Information to Consumers on How to File a Complaint?

(a) Definitions

(1) "Consumer" means an individual who obtains or has obtained a product or service from you that is to be used primarily for personal, family, or household purposes.

(2) "Privacy notice" means any notice which you give regarding a consumer's right to privacy as required by a specific state or federal law.

(3) "Required notice" means a notice in a form set forth or provided for in subsection (b)(1) of this section.

(4) "You" means a currency exchange, transmission, and transportation licensee that is licensed by the Texas Department of Banking under the Finance Code.

(b) How do I provide notice of how to file complaints?

(1) You must use the following notice in order to let your consumers know how to file complaints: Complaints concerning currency exchange, transmission, and transportation activities should be directed to: Texas Department of Banking 2601 North Lamar Boulevard, Austin, Texas 78705 1-877/276-5554 (toll free) www.banking.state.tx.us

(2) You must provide the required notice in the language in which a transaction is conducted.

(3) You must include the required notice with each privacy notice that you send to consumers in this state. The language and form of the notice must substantially conform to the required notice set out in subsection (b)(1) of this section.

(4) Regardless of whether you are required by any state or federal law to give privacy notices, you must take appropriate steps to let your consumers know how to file complaints by giving them the required notice in compliance with subsection (b)(1) of this section.

(5) You must use the following measures to give the required notice:

(A) In each area where you or your agent conduct business on a face-to-face basis under Chapter 153 of the Finance Code, the required notice must be conspicuously posted. If such business is conducted by an agent, the licensee must provide to the agent a notice which complies with this section for posting at each such area. A licensee will be deemed in compliance with this section if it provides to each of its agents in this state the required notice and requires posting of the notice in its contract with the agent. A licensee that fails to hold an agent accountable for actions or conduct on behalf of the licensee under this section may be subject to enforcement sanctions under Finance Code, Chapter 153, Subchapter E. A notice is conspicuously posted if a consumer with 20/20 vision can read it from the place where he or she would typically conduct business or if it is included on a bulletin board, in plain view, on which all required notices to the general public (such as equal housing posters, licenses, Community Reinvestment Act notices, etc.) are posted.

(B) As an alternative to subsection (b)(5)(A) of this section you may include the required notice on all currency exchange, transmission, or transportation transaction receipts.

(C) This section applies equally to business conducted electronically. For example, those portions of your or your agent's website that offer to consumers currency exchange, transmission, or transportation services must contain access to the required notice. The language and form of the notice must substantially conform to the required notice set out in subsection (b)(1) of this section.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on February 22, 2002.

TRD-200201109

Everette D. Jobe

Certifying Official

Finance Commission of Texas

Effective date: March 14, 2002

Proposal publication date: November 2, 2001

For further information, please call: (512) 475-1300


Part 2. TEXAS DEPARTMENT OF BANKING

Chapter 25. PREPAID FUNERAL CONTRACTS

Subchapter A. CONTRACT FORMS

7 TAC §§25.1 - 25.6

The Finance Commission of Texas (the commission) adopts the repeal of §§25.1 - 25.6, concerning contract forms for sale of prepaid funeral benefits, without changes to the proposal as published in the November 2, 2001, issue of the Texas Register (26 TexReg 8631). The repealed sections are replaced by new §§25.1 - 25.6, adopted in this issue of the Texas Register .

Amendments in law made by the 77th Texas Legislature, effective September 1, 2001, required existing §§25.1 - 25.6 to be significantly rewritten, effectively requiring repeal and replacement by new sections.

No comments were received regarding the proposed repeal.

The repeals are adopted under Finance Code, §154.051, which authorizes the commission to adopt reasonable rules concerning enforcement and administration of Finance Code, Chapter 154.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on February 22, 2002.

TRD-200201111

Everette D. Jobe

Certifying Official

Texas Department of Banking

Effective date: March 14, 2002

Proposal publication date: November 2, 2001

For further information, please call: (512) 475-1300


7 TAC §§25.1 - 25.6

The Finance Commission of Texas (the commission) adopts new §§25.1 - 25.6, concerning contract forms. Nonsubstantive changes are made to the proposed text of each section as published in the November 2, 2001, issue of the Texas Register (26 TexReg 8631). (A corrected version of Figure: 7 TAC §25.3(b) was published in the November 23, 2001, issue of the Texas Register (26 TexReg 9642).) Existing §§25.1 - 25.6 in this title are repealed in this issue of the Texas Register . The text of adopted §§25.1 - 25.6 will be republished.

According to Texas courts, if, after proper notice and hearing, an agency incorporates public comments into a proposed rule and the final rule affects no other subject or person than those previously given notice, no further purpose would be served by requiring republication of the proposed rule. While numerous changes are made to proposed §§25.1 - 25.6, because these changes in the rules as finally adopted regulate no new parties, affect no new subjects of regulation, and are in almost every instance the result of public comment, the commission concludes the changes to §§25.1 - 25.6 are nonsubstantive and do not require reproposal. State Bd. of Ins. v. Deffebach , 631 S.W.2d 794, 801-802 (Tex. Civ. App.--Austin 1982, writ ref'd n.r.e.)

The commission is adopting these sections to guide a prepaid funeral benefits contract seller in complying with law. Finance Code, §154.151(a), requires the Texas Department of Banking (department) to approve a sales contract form for prepaid funeral benefits before a licensed seller uses the form. Amendments enacted by the Texas Legislature to Finance Code, Chapter 154, effective September 1, 2001, significantly alter the legal requirements applicable to a prepaid funeral benefits contract, requiring licensees to revise their contract forms. As amended, Finance Code, §§11.307, 154.151, and 154.156, obligate the commission and the department to provide new standard disclosures, model contract forms, and "plain language" contract standards.

Under Finance Code, §154.151(a), the department must approve a sales contract form for prepaid funeral benefits before a seller uses the form. Finance Code, §154.151(d), provides that a prepaid funeral benefits contract, whether in English or Spanish, must be written in plain language designed to be easily understood by the average consumer. Further, the contract must be printed in an easily readable font and type size. The department is charged with providing model contracts that comply with these directives and must enforce the provisions as applied to contract forms submitted by industry for approval. A form waiver of right of cancellation must also be approved by the department under the same standards that apply to a contract, see Finance Code, §154.156(a).

The department published draft model prepaid funeral benefits contracts for both insurance-funded and trust-funded arrangements and a waiver of cancellation rights, as required by Finance Code, §154.151(d) and §154.156(a). These forms were developed with the assistance of the regulated industry and have been revised simultaneously with this adoption to improve and enhance consistency with the rules. A few provisions in the models directly reflect certain required, standard disclosures and these provisions are incorporated into the adopted sections as appropriate and discussed further in this preamble. (The models use the term "you" to describe the purchaser of a prepaid funeral benefits contract, not the seller as the adopted sections do, because the focus of the models is the contractual relationship between a seller and a purchaser.)

General Concerns of Commentors

Six commentors responded in writing to the commission's request for comments. Interested groups or associations offering comment were the Texas Funeral Directors Association, the Texas Association of Insurance Officials, and a coalition of unidentified insurance companies that asserts its members write the majority of insurance policies funding prepaid funeral benefits contracts. The commission also held a public hearing to solicit additional public comment on December 14, 2001, as requested by the Texas Funeral Directors Association. The only attendees at the hearing were the same commentors who submitted written responses. All commentors recognized the rules are required by recent legislation and commended the department's efforts in developing the proposal, but opposed adoption of the rules in their proposed form.

The commentors expressed three general concerns: failure to appropriately distinguish between the prepaid funeral benefits contract that is funded by insurance and the funding insurance policy, imposition of requirements on non-model contracts that are more onerous than the model contracts, and a lack of specific deadlines for department approval or disapproval of submitted contracts and detailed due process procedures for the contract approval process.

Most commentors specifically expressed concerns relating to the incorporation by the proposed rules of portions and provisions of the insurance contract and contracting process into the prepaid funeral benefits contract. These commentors asserted that the proposed rules fail to appreciate the unique nature of the insurance-funded transaction, pointing out that the prepaid funeral benefits contract is fundamentally separate and apart from the insurance policy and related documents. Further, the commentors noted that the agents who will be completing the prepaid funeral benefits contract and taking the application for insurance can now be licensed and appointed to sell insurance policies or annuities for a number of companies. Therefore, a prepaid funeral benefits contract needs to take into account and allow the possibility that the agent will shop the coverage and the premium through the various companies in its portfolio. At a minimum, the commentors requested that the rules permit a provision in model and non-model contracts relating to insurance funding that provides the terms of the policy will control any conflicts between the two documents.

The department acknowledges that the prepaid funeral benefits contracting transaction and the insurance contracting transaction are distinct, though linked, and that the insurance transaction is regulated by the Texas Department of Insurance (TDI). The department has altered specific provisions in response to the expressed concerns, as discussed further in this preamble. However, the department believes some disclosure of insurance policy information is necessary to comply with Finance Code, §154.151. The department requested TDI to review these comments and the proposal. TDI does not believe the department is attempting to regulate the business of insurance and did not find any of the proposed insurance disclosures to be objectionable. In making revisions, the department attempted to avoid requiring a seller to disclose information in a contract form that is exclusively within the knowledge of the insurance company or that insurance law already requires to be disclosed to the consumer.

Most commentors also observed generally that the proposed rules impose disclosures or provisions on a non-model contract that are not reflected in the model contract, asserting this burden is patently unfair. The department did not intend to vary the requirements in this manner, and attempted to design the model contract to satisfy the same requirements imposed on non-model contracts. The rules have therefore been revised to address this perception, as discussed further in connection with §25.2(e).

Finally, most commentors criticized the failure of the proposed rules to provide due process for the approval or disapproval of non-model contracts and customized model contracts. The department has revised the rules to incorporate more details regarding process, as discussed further in this preamble.

Section by Section Summary and Analysis of Comments

Section 25.1

Overview . Section 25.1 defines terms commonly used in prepaid funeral benefits contracting and terms that will simplify understanding of legal requirements. A number of commentors indicated confusion regarding phrases and terms used in §§25.2 - 25.6 that were not defined in §25.1 as proposed, terms that were defined in statute or that the department believed were self-defining. The department concluded the proposal could be improved by adding a number of definitions, and by including statutory definitions of basic terminology used in defining derived terms. Section 25.1 is significantly revised as a result. The former introductory language is revised into two subsections. New subsection (a) incorporates defined terms from Finance Code, Chapter 154, unless a term is otherwise defined in new subsection (b). Comments and responses regarding proposed definitions are included in the discussion of individual definitions that follows.

Contract beneficiary was defined in proposed §25.1(1) (now §25.1(b)(1) as adopted) as the person for whom a prepaid funeral benefits contract is purchased. One commentor requested that the definition provide additional explanation because the prepaid funeral benefits contract could have been purchased for someone who is actually not the person upon whose death the contract depends. The same commentor observed that the term "beneficiary" is a term of art in the insurance industry and could therefore be misleading to a consumer if used in two separate contracts to mean two different people, explaining that the "beneficiary" of the life insurance policy will always be different than the "contract beneficiary" under the prepaid funeral benefits contract. The department has no objection to adding clarification and has revised the definition to refer to the person named in a prepaid funeral benefits contract as the intended recipient of contracted funeral merchandise and services. The department disagrees with the recommendation to use a different term because the term is also a term of art in the prepaid funeral benefits industry and is used in Finance Code, Chapter 154. Further, a seller has the flexibility to use a different term for "contract beneficiary" in the seller's contract. As proposed and as adopted, §25.3(c) permits use of an alternate term.

Funeral goods and services was not defined in the proposal. The term is defined in §25.1(b)(2) as adopted, to generally mean prepaid funeral benefits regulated under Finance Code, Chapter 154. Because Finance Code, §154.151(e), requires a prepaid funeral benefits contract to contain a standard disclosure informing purchasers of the goods and services that will be provided or excluded under the contract, without distinction between prepaid funeral benefits and other funeral goods and services, the definition permits an exception for goods and services that are listed in the standard disclosure required by §25.3(b) but may not be within the definition of "funeral goods and services."

Funeral home is defined in §25.1(b)(3) as a "funeral provider", a term statutorily defined in Finance Code, §154.002(6). The definition was not included in the proposal. A commentor observed that the proposed rules throughout referred to "funeral home" but the statutory definition for "funeral provider" seems to have been intended. In addition, the proposal further suggested that one could substitute the word "provider" for "funeral home". Because "funeral home" is a more meaningful term to consumers than the statutory "funeral provider", the department elected to explicitly define the term.

Insurance-funded contract is defined in §25.1(b)(4) as a prepaid funeral benefits contract funded by an insurance policy. The term was not defined in the proposal. A commentor noted numerous occurrences of the undefined phrase "funding insurance policy" throughout the proposal and suggested the department include a definition for insurance-funded contract as a means to achieve the desired specificity. The department concurs with this suggestion. As part of implementing this suggestion, the department also added a definition for trust-funded contract as new §25.1(b)(14), to mean a prepaid funeral benefits contract funded by trust deposits made on behalf of the purchaser.

Insurance policy is defined in §25.1(b)(5) exactly as defined in Finance Code, §154.002(7), specifically a life insurance policy or an annuity contract but not any other form of insurance. The term was not defined in the proposal and is included for convenience to assist comprehension.

Model contract, model waiver, non-model contract, non-model waiver, prepaid funeral benefits contract , and purchaser are defined in §25.1(b)(6) - (11) substantially the same as these terms were defined in proposed §25.1(2) - (7), with minor stylistic and conforming edits. One commentor noted that the term "purchaser" was defined differently in proposed §25.1(7) than in pre-existing §25.1(c) (repealed in this issue of the Texas Register ). After review, the department concluded that the proposed definition was consistent with the prior definition and differed only through the addition of clarifying details.

Responsible person is defined in §25.1(b)(12) substantially the same as the term was defined in proposed §25.1(8), with minor stylistic and conforming edits.

Seller is defined in §25.1(b)(13) exactly as defined in Finance Code, §154.002(10), specifically a person selling, accepting money or premiums for, or soliciting contracts for prepaid funeral benefits or contracts or insurance policies to fund prepaid funeral benefits in this state. The term was not defined in the proposal and is included for convenience to assist comprehension. A commentor associated with the insurance industry objected to including words such as "premiums" and "insurance policy" in this definition, arguing that only a licensed insurance agent can be involved in an insurance transaction. The department disagrees based on the literal text of Finance Code, §154.002(10).

You is defined in §25.1(b)(13) substantially the same as the term was defined in proposed §25.1(9), with minor stylistic and conforming edits. One commentor observed that proposed section titles used first person pronouns instead of second person pronouns. In response to this comment, the department parenthetically added explanatory text, so that the term "you" (or "I" in a section title) means a seller that is licensed under Finance Code, Chapter 154, and is subject to Title 7, Chapter 25, Texas Administrative Code.

Section 25.2

Overview . Section 25.2 explains how a seller may use the model forms developed by the department, and generally describes the requirements applicable to non-model forms. The model contracts and waiver, as revised to conform the adopted sections, are available from the department's web site, in English and Spanish.

Subsection (a) . With respect to the insurance-funded model contract, the department received conflicting comments that created difficulties in resolving uniform application of the model contract to different potential contractual arrangements. The department thus has limited the applicability of the model contract to insurance-funded transactions in which purchaser is also the insurance policy owner. The text of §25.2(a) has therefore been modified to more clearly state limitations on use of the department's model contracts.

In this connection, §25.2(a)(2) did not appear in the proposal and has been added to clarify that the insurance-funded model contract developed by the department is designed to fit a transaction where the person named in the contract as the purchaser is also the insurance policy owner. If the contract purchaser and the insurance policy owner are not to be the same person, a seller must use an approved non-model contract that has been modified to correctly explain this arrangement. The department will consider adding future clarifications to the rules for additional guidance as it gains experience, through the contract approval process, in understanding the potential variations in insurance-funded contracting and related legal consequences to the consumer.

According to one commentor, sellers who opt to use the model form should not be required to submit the same form to the department for verification, as required by proposed §25.2(a)(2) (now §25.2(a)(3) as adopted), if no changes have been made to the model form other than to add information about the seller or a funeral home. Compliance is so minimal and straightforward that waiting for verification should not be required. Further, the requirement places an unnecessary administrative burden on the department. The department disagrees. New legislation changed contract requirements dramatically and the department believes compliance must initially be closely monitored. The department will consider adopting a "file and use" system after it develops experience regarding problems that might arise in compliance with new law.

Subsection (b) . Proposed §25.2(b)(1) and (2) stated that the non-model contract must meet the requirements of §25.3 and §25.4 "as the department determines." One commentor stated the emphasized phrase was discomforting and seemed to convert an objective decision to a subjective one. The department believes the phrase is superfluous and has removed it from §25.2(b)(1) and (2) as adopted.

Subsection (c) . Another commentor stated that requiring non-model waivers to contain identical provisions to the model waiver and use substantially the same language as the model waiver, in §25.2(c), is tantamount to requiring the use of the model waiver. Substantive reasons could exist why a seller may wish to use other language in the non-model waiver, perhaps something unique to the seller's business processes. The commentor suggested that flexibility be incorporated into the review standards to accommodate this concern as long as the additional or substitute language does not harm consumers or violate the plain language requirements of §25.4. However, if the suggestion is adopted, the commentor further requested that standards for the non-model waiver be developed to prevent use of unfair or arbitrary standards in the review process. The department believes some easing of this requirement is appropriate, and has revised §25.2(c) to permit some flexibility.

Subsection (d) . Section 25.2(d) did not appear in the proposal and has been added in response to comments critical of the process in the proposed rules for use of a Spanish language contract. These comments are discussed further in connection with §25.5. As adopted, §25.2(d) permits a seller to use a Spanish version of an approved non-model contract after the seller files a copy of the Spanish document with a certification of accurate translation.

Subsection (e) . Section 25.2(e) did not appear in the proposal and has been added to clarify that the department considers the model contracts and waiver to fully comply with §§25.1 - 25.6. Most commentors perceived that the proposed rules would impose disclosures or provisions on a non-model contract that are not reflected in the model contract, and asserted that this burden appeared to be patently unfair. The department did not intend to vary the requirements in this manner and attempted to design the model contract to satisfy the same requirements imposed on non-model contracts. Although the department revised the draft model contracts in a manner consistent with the adopted sections, new §25.2(e) has also been added to clearly state that the model contracts and model waiver satisfy the substantive content requirements of §25.3 and qualify under the plain language principles in §25.4. Section 25.2(e) should thus provide assurance that a non-model document need not include a broader or more comprehensive provision than is contained in the relevant model document unless additional explanation or disclosure is necessary to clarify or prevent misleading provisions in the non-model document.

Section 25.3

Overview . Section 25.3 imposes requirements for the content and certain formatting aspects of a non-model form submitted for department approval. In preparing the proposal, the department attempted to satisfy state law requirements while permitting the variations that may be necessary to comply with other state or federal law.

Several commentors argued that consideration must be given in §25.3 to TDI's supervision and control of the insurance market so that duplicitous regulation and conflicting control by the department can be avoided. To the extent that TDI regulations address the issues of concern to the department, the commentors urged that the regulations not be repeated in the prepaid funeral benefits contract rules. Specifically, the commentors stated that the terms of the insurance policy, the consumer insurance sales process, and the on-going administration of the insurance policies are regulated by TDI, and insurance law and regulations control insurance cancellation, premium payment disclosures, and repetition of life insurance policy provisions. Further, according to the commentors, the relationship of premiums to the death benefit should not be a matter regulated by the department. These comments are addressed in the context of specific requirements.

Subsection (a) . Section 25.3(a) collects all requirements in summary form that are more explicitly described elsewhere in §§25.3 - 25.5. Comments made regarding subsection (a) are more appropriately discussed in connection with the substantive requirements that are incorporated by reference into subsection (a).

Subsection (b) . The department intends §25.3(a)(1) and (b) to meet the mandates of Finance Code, §154.151(e), that "a standard disclosure . . . must be included in each contract to inform purchasers of the goods and services that will be provided or excluded under the contract . . . ." A number of commentors objected to the requirements of the proposal that the statement of goods and services must be page one of the contract exactly as set out in the model contract, including substantially the same formatting and spacing. The statement of goods and services is merely part of the contract and there is no compelling reason to require it to be page one. Further, commentors reasoned, the requirement actually detracts from the remainder of the contractual provisions to the detriment of consumers. As long as the information is provided to fully inform the consumer, companies should be allowed to use their expertise in designing the forms. The department disagrees regarding location, formatting, and spacing because of its obligation to design uniform, comparable, and understandable disclosures. Flexibility has been enhanced in certain respects as described in subsequent discussions.

One commentor observed that a seller should be required to include only those items which it offered for sale to the public in the statement of funeral goods and services included, and should be permitted to relocate those funeral goods and services not offered to the description of the items not typically included in a prepaid funeral benefits contract. Further the commentor expressed the belief that the department had agreed to permit this type of variation. The department believed such variations were permissible under §25.3(b) as proposed. After further review, the department concurs that these permitted variations were not as clearly articulated in the proposal as the department had intended. The department revised §25.3(b)(5) to more explicitly permit variations in categories of funeral goods and services and has added new §25.3(b)(7) to provide reduced requirements for sellers operating under specifically limited permits.

One commentor found the general description categories under the caption "Immediate Burial and Direct Cremation", in Figure: 7 TAC §25.3(b), to be confusing to the seller and consumer, pointing out that the form may inadvertently encourage errors. Specifically, the cost of the burial container could be entered twice, once in the area specific to the container and again under the referenced caption. The commentor recommended that this redundancy be removed to avoid accidental double billing. The department concurs and has edited Figure: 7 TAC §25.3(b) accordingly.

Subsection (c) . Section 25.3(a)(2) and (c) as proposed addressed defined terms in a contract to increase uniformity of terminology, comparability of contracts, and consumer understanding. One commentor recommended permitting usage of the 16 defined terms in the Federal Trade Commission's (FTC) Funeral Rule, Title 16, Part 453, Code of Federal Regulations (16 CFR Part 453), and that usage of the federal or state terminology be exempt from the plain language principles of §25.4. The commentor noted that many currently licensed sellers use the terminology found in the FTC Funeral Rule in their general price lists. These terms are also found in the rules of the Texas Funeral Services Commission. The commentor agreed that consistency in terminology is consumer friendly but points out that using multiple terms for the same service on different documents is confusing to the consumer. The department generally concurs and has revised the model contracts to make greater use of terminology in the FTC Funeral Rule.

Another commentor objected to requiring sellers to use terms that may be self-defining, such as "insurance policy" or "insurance company", or terms that can be misleading in specific circumstances, such as using the term "contract beneficiary" in an insurance-funded contract, because the term "beneficiary" means something different in the insurance policy. To address this concern, the department revised §25.3(c) as adopted to permit use of "terms commonly understood by consumers to be equivalent" to the required terms.

Subsection (d) . Section 25.3(d) as proposed required a prepaid funeral benefits contract to explain the obligations of the parties to the contract and the obligations of the insurance company if the contract was insurance-funded. One commentor noted that the only obligation of the insurance company is to meet the terms and conditions of the insurance policy, and recommended deleting any reference to the obligations of an insurance company. The department acknowledges that the prepaid funeral benefits contracting transaction and the insurance contracting transaction are distinct, though linked, and that the insurance transaction is regulated by TDI. As previously noted, TDI does not share the commentor's concerns, and the department believes some disclosure of insurance policy information is necessary to comply with Finance Code, §154.151. The department made revisions to §25.3(d) as adopted to eliminate a perception that a seller must disclose information in a contract that is exclusively controlled by the insurance company. For example, in lieu of requiring a discussion of the insurance company's obligations, §25.3(d) now requires a discussion of the impact of terms in the insurance policy on specified obligations of parties to the contract. To further clarify the distinction between the contract and the insurance policy, the department added a new provision as §25.3(d)(10) to require a disclosure that the purchaser must refer to the terms of the insurance policy for information concerning its operation.

Most commentors were also critical of §25.3(d) because of a perception that the proposal imposed significantly more onerous requirements on a non-model contract as compared to the model contracts. The department had attempted to draft standards based on the draft model contracts developed with industry assistance and did not intend to impose more burdensome requirements on a non-model contract. However, the department understands the expressed concerns and has revised §25.3(d) and the model contracts to clarify that the required disclosures do not impose requirements for non-model contracts that are not also satisfied by the model contracts. In this connection, clarification is also provided by new §25.2(e) as previously discussed.

Specifically regarding §25.3(d)(2), one commentor suggested clarifications regarding what was meant by the disclosure that selected goods and services could not be changed "unless a new contract is issued." As adopted, §25.3(d)(2) requires disclosure that selected goods and services cannot be changed "unless the contract is voided and replaced with a new contract." Another commentor also objected to the revised phrase and argued that contract amendments should be permitted. The department disagrees based on the literal text of Finance Code, §154.155(c).

As proposed, §25.3(d)(4)(A) required explanation of the extent to which the purchaser will have any tax liability for earnings attributable to the contract or to an insurance policy and the manner in which the seller or insurance company will withhold funds to pay any tax liability. Several commentors asserted that, unlike a trust funded prepaid funeral benefits contract, no tax liability is associated with an insurance policy used to fund prepaid funeral benefits contracts. One commentor said an insurance company cannot withhold funds for tax purposes without violating the terms of the insurance policy. Finally, commentors noted inconsistency with the model contracts with respect to the tax withholding disclosure.

In response to these comments, the department has revised §25.3(d)(4) to require explanation of "whether the purchaser may incur tax liability for earnings under a trust-funded contract or for growth under an insurance policy if the contract is insurance-funded", and has revised the model contracts for consistency with this requirement. While the commentors are correct that no income tax consequence accompanies issuance or maturity of most insurance policies, a tax consequence may exist for an annuity and perhaps for certain life insurance policies. A consumer should be informed regarding future tax consequences that may result from the choice of funding mechanism the consumer must make when purchasing a prepaid funeral. If no tax consequence exists with respect to a particular policy, the contract may so state.

One commentor observed that proposed §25.3(d)(5) and §25.3(d)(7) referred to the parties' general contractual obligations or other contractual provisions of a general nature, and suggested the provisions were redundant of one another. The department concurs and has deleted proposed §25.3(d)(7). Proposed §25.3(d)(4)(C) also addressed a general contractual provision and has been merged with proposed §25.3(d)(5) into (8) as adopted.

Section 25.3(d)(6) as adopted was formerly part of proposed §25.3(e)(4) and is relocated for consistency with the model contracts and revised for the reasons stated in connection with the discussion of comments received on proposed §25.3(e).

Subsection (e) . Several commentors noted that cancellation of a prepaid funeral benefits contract or insurance policy, and the assignment of benefits of an insurance policy, both addressed in proposed §25.3(a)(4) and (e), are two very different issues that should separately be addressed. As adopted, the department has reorganized §25.3(e) to more clearly differentiate between trust-funded and insurance-funded contracts and to more carefully distinguish required disclosures regarding cancellation or assignment, but has not divided disclosure requirements for cancellation and assignment into separate subsections. Trust-funded contract requirements relating to cancellation and assignment appear in §25.3(e)(1) and insurance-funded contract requirements appear in §25.3(e)(2).

As originally proposed, §25.3(e)(1) required the contract to recognize and explain the mandatory 15-day delay after contract execution that applies to a voluntary waiver of cancellation rights under the contract. Most commentors suggested that the provision should be limited to trust-funded contracts because cancellation rights under an insurance-funded contract are not meaningful if contract funding is accomplished by an irrevocable assignment of policy proceeds. Further, the proposal did not permit an insurance-funded contract seller to eliminate irrelevant provisions from the contract, such as a reference to the use of a department-approved cancellation form. There is no such form for canceling the insurance policy, and no refund would ever be owing under the contract, according to the commentor. Any refund would be due from the insurance company that provided the insurance policy. As adopted, the department has limited the applicability of this provision as requested, in §25.3(e)(1)(A) and (B) (trust-funded contracts) and §25.3(e)(2)(A) (insurance-funded contracts). However, the department believes the commentor overstates the separation of the contract and the insurance policy with respect to cancellation issues, at least with respect to the manner in which the legislature addressed the issue, see, e.g. , Finance Code, §154.205.

One commentor argued that the requirement in §25.3(e)(1) as proposed, for explaining the process of waiving cancellation rights in the original contract, will potentially be very confusing to consumers, observing that an explanation can be given at the time a waiver is executed. The department declines to alter this requirement because consumers should be made aware of the option at the time of contracting, as well as be able to discover applicable legal requirements by reading transaction documents in the possession of the consumer. Further, a consumer should be made aware that a seller may not legally require a waiver of cancellation rights at the time the contract is executed. The department anticipates that sellers will not unlawfully solicit waivers. However, because Finance Code, §154.155(d), as revised entitles a consumer to half of the earnings under the contract upon cancellation, a benefit that did not previously exist, a limited financial incentive exists for a seller to routinely induce consumers to waive cancellation rights as soon as possible. The prudent course is to ensure consumers are adequately informed regarding both the potential for increased refund and the statutory limitation on soliciting waivers.

Comments were generally very critical of proposed §25.3(e)(4), which required a contract to disclose "the prohibition on partial cancellation of the contract, loans against the contract and loans against or withdrawal of proceeds accrued under a funding insurance policy," because the provision significantly overstated applicable legal restrictions. Under the terms of the insurance policy and state laws governing insurance, the purchaser has the right to make partial cancellations, take out loans on the policy, and withdraw proceeds. Commentors argued that these consumer rights, granted under other state law, do not need to be usurped even though the exercise of these rights would likely be an event of default under the prepaid funeral benefits contract. The department concurs and has made appropriate revisions to limit this restriction to trust-funded contracts in §25.3(d)(6) as adopted. With respect to an insurance-funded contract, adopted §25.3(e)(2)(H) now requires the contract to disclose "the effect that loans against or withdrawal of proceeds accrued under an insurance policy will have on the contract and on price guaranties in the contract."

Commentors also noted that the model contract did not contain the disclosure contained in §25.3(e)(4) as proposed, now revised in adopted §25.3(e)(2)(H), but instead simply stated that the applicant cannot take out a loan against the insurance policy. According to commentors, this language misstates the rights of an owner of a life insurance policy and conflicts with insurance law. Although the guarantees under the prepaid funeral benefits contract may be adversely impacted, the proposed model contract should not contain the false statement that the owner cannot take a loan out against an insurance policy. The department has revised the model contracts to be consistent with the adopted section.

In criticizing §25.3(e)(6)(A) as proposed, a commentor pointed out that requiring a contract clause referencing the "purchaser's interest" in the insurance policy ignored the fact that the purchaser may not be the owner of the life insurance policy. The department concurs with this observation but concluded that addressing the implications of this comment would create extraordinary complexity. Comments received conflicted with one another regarding the exact requirements of insurance regulation, and additional research will be necessary to properly define and describe structural variations in the aggregate, insurance-funded transaction. Thus, §25.5(e)(2) as adopted addresses disclosure requirements in the situation where the purchaser is also the owner of the insurance policy, but requires appropriate modification of the disclosures if the purchaser is not the policy owner, as permitted by adopted §25.2(a)(2).

The department concurs with the several comments that noted proposed §25.3(e)(7) appeared to be a catch-all and was superfluous, and has deleted the provision in its entirety.

Subsection (f) . Section 25.3(a)(5) and (f) were designed to require contract disclosure of the consequences of default. Because the insurance policy is an integral component of an insurance-funded transaction, proposed disclosures addressed potential default under both the contract and the insurance policy. One commentor referred to proposed §25.3(f) as perhaps the best illustration of the department's failure to recognize the distinction between the insurance-funded contract and the insurance policy, and requested that the rule be revised to exclude matters in the insurance domain. Other commentors have endorsed the premise underlying this suggestion. The department disagrees that the rule should exclude all disclosures regarding matters in the insurance domain because the insurance policy is an integral part of the underlying transaction. However, the department revised §25.3(f) as adopted to better differentiate between the prepaid funeral benefits contract and the insurance policy acquired to fund it.

For example, §25.3(f)(1) as proposed required disclosure of the consequences of missed or late payments under the contract or under an insurance policy. A commentor requested that insurance-funded contracts be exempt from this requirement, observing that, because no payments are due under an insurance-funded contract, no need exists for an explanation in the contract of the consequences of a late payment. Further, the commentor noted that requiring a prepaid funeral benefits seller, who may not be licensed as an insurance agent or have any familiarity with the product, to describe to the consumer the consequences of incomplete or late premium payments on the insurance policy, is unjustified. According to the commentor, explaining an insurance policy constitutes the business of insurance under Insurance Code, Article 21.02, and is a clear violation of law if performed by a person not licensed as an agent. The commentor suggested a more effective disclosure would address the impact of failure to make required premium payments on any guarantees provided under the prepaid funeral benefits contract.

This commentor and others identified similar problems in §25.3(f)(2) - (4). Generally, commentors suggested that disclosure should be limited to a caution that the insurance policy is a separate contract that can affect the purchaser's rights under the prepaid funeral benefits contract coupled with a recommendation that the purchaser refer to the insurance policy to understand its terms. Commentors had conflicting views on whether an insurance company is required to deliver a copy of the policy and application to the policy owner. Finally, several commentors pointed to discrepancies between the requirements of §25.3(f) and the model contracts. The department revised §25.5(f)(1) - (4) and the model contracts for consistency and to minimize the expressed concerns regarding the separate business of insurance.

Subsection (g) . The department proposed §25.3(a)(6) and §25.3(g) to address the mandate of Finance Code, §154.151(e), that "a standard disclosure . . . must be included in each contract to inform purchasers of . . . the circumstances under which the contract may be modified after death of the beneficiary." The standard disclosure as proposed was set forth in proposed Figure: 7 TAC §25.3(g) (26 TexReg 8864). One commentor recommended clarification of language in the model contract that addresses this requirement to clarify that the contract must be paid in full at the time of death, not immediately after death. The department concurs and revised the model contracts as requested. The revised language appears in Figure: 7 TAC §25.3(g). In addition, the department agrees with a commentor that the phrase "fully funded" must be used in lieu of "fully paid" in an insurance-funded contract to avoid a potentially misleading disclosure.

Subsection (h) . Section 25.3(a)(7) and (h) as proposed required disclosure and explanation of all payment terms imposed on a purchaser of prepaid funeral benefits. The department attempted to succinctly capture and identify, in one location in a contract, the monetary obligations a purchaser incurs as a result of entering the contract and the terms of the contract that affect the amount and timing of these obligations, whether the obligations are to fund trust deposits or to pay premiums on a funding insurance policy.

Most commentors objected to the provisions as written, citing proposed §25.3(h) as another example of the rules to contemplate the differences between trust-funded and insurance-funded contracts and the failure of the department to appreciate the unique nature of the insurance-funded transaction. All commentors concurred that §25.3(h) should be revised to permit an insurance-funded contract to disclose that the terms of payment are provided for in the insurance policy. However, all comments received were not in agreement with regard to specific details of the operation of Texas insurance law, and the following summary of comments contains inconsistencies. Subject to specific exceptions, the department generally concurs with the commentors and has revised §25.3(a)(7) and (h) to more accurately capture the relationship between insurance-funded contracts and the insurance policies purchased to fund them, and to adjust required disclosures accordingly.

Commentors agreed that no payments are made under an insurance-funded contract; all payments are made under an insurance policy purchased to fund the contract. Several commentors asserted that Texas insurance laws require complete disclosure of payment information on the application for insurance. Because the application for insurance provides clear information concerning the payment obligations under the insurance policy, these commentors believed that including duplicate information in the insurance-funded contract is redundant, unnecessary, and potentially confusing. In particular, commentors pointed to the potential confusion and possible liability that would result if the payment information were completed differently on each form.

One commentor noted that, because premium payments are strictly a matter between the purchaser and the insurance company, they may not even be known when the contract is entered. In some circumstances the rates proposed in the application are based on the information contained in the application. In such circumstances, the cost of insurance may be higher or lower than the proposed rates, depending on the results of the underwriting process before the application is accepted by both the purchaser and the insurer. If payment terms provided in the prepaid funeral benefits contract are copied from the application, the contract would be in error. The department has addressed this concern in §25.3(h)(4)(C) as adopted. If premium information in the initial documents delivered at closing is based on an estimate of premiums, the contract must contain a notice that actual premiums could be more or less than estimated after the insurance company completes its underwriting process.

A commentor also argued that requiring a prepaid funeral benefits seller to provide insurance policy payment information to the purchaser would place the seller in violation of Insurance Code, Article 21.02, unless the seller is also licensed as an insurance agent. As previously noted, TDI does not share these concerns, although the department has clarified the distinction between the contract and the insurance policy throughout this section to address the commentor's concern. The department notes, however, that sellers of insurance-funded contracts or designated employees of such sellers are indeed often licensed as insurance agents.

Another commentor asserted that the rule presumes that the seller is an insurance company and thus would know the payment information, but some sellers are not insurance companies and would not have access to the information. In addition, information in the application for insurance constitute personal information of the purchaser provided to the life insurance company through its agent. Thus, unless specifically authorized by the purchaser, the commentor stated that this information cannot be shared with the prepaid funeral benefits seller without violating privacy laws, citing the federal Gramm-Leach-Bliley Act (GLBA). The department specifically disagrees with the asserted application of GLBA. Specific exceptions exist for disclosure of nonpublic personal information if necessary to effect, administer, or enforce a transaction requested or authorized by the consumer, or to persons holding a legal or beneficial interest relating to the consumer. The core transaction requested by the consumer in this context is a funeral. See 15 U.S.C. §6801(e)(1) and (3)(C); 16 C.F.R. §313.14(a) and §313.15(a)(2)(iv). TDI has also adopted regulations interpreting GLBA that contain similar exceptions, effective January 1, 2002. See 28 TAC §22.18(a) and §22.19(a)(5). Thus, the relevant inquiry is whether sharing of the information is necessary to implement the core transaction, not whether the consumer has consented.

The department believes that §25.3(h) as adopted adequately addresses the central objections of commentors. Subject to modifications or clarifications required by §25.2(a)(2), new §25.3(h)(4)(B) requires notice in an insurance-funded contract that the terms governing premium payments are set forth in another document that the purchaser should consult, such as the application for insurance or the insurance policy.

Several commentors also pointed out that §25.3(h)(4)(B) as proposed (proposed §25.3(h)(4)(B) is now §25.3(h)(4)(D) as adopted) required a notice that insurance premiums paid on the underlying insurance policy or policies "may exceed the total contract price." These commentors objected to this disclosure as misleading because it is not necessarily true. In addition, the model contract is inconsistent with this provision. Commentors believed the proposed disclosure is prejudicial by its very nature and recommend that the provision be revised to be more consistent with the language used in the draft model contract. The department concurs. As adopted, §25.3(h)(4)(D) requires notice that insurance premiums paid on the insurance policy or policies may be more or less than the total contract price.

Subsection (i) . Section 25.3(a)(8) and (i) established standards for the signature page and related notices. No comments were received directly regarding this subsection. Consistent with comments received regarding the legally separate duties imposed by insurance law, the requirement of proposed §25.3(i)(3), to include a notice that the purchaser may request a copy of the insurance policy, has been separately incorporated into new §25.3(i)(4) and revised to require notice that the policy owner may request a copy of the insurance policy from the insurance company if the insurance company is not legally required to deliver a copy of the policy to the policy owner. The department also revised proposed §25.3(i)(4) (now §25.3(i)(5) as adopted) to correct an oversight by adding telephone numbers to the information identifying certain parties.

Subsection (j) . Finance Code, §11.307(a), requires the commission to adopt rules, applicable to each entity regulated by the department, requiring the entity to provide consumers with information on how to file complaints with the department and other state agencies. The commission adopted new §25.41 in December 2001 to apply this requirement to a prepaid funeral benefits seller, see the December 28, 2001, issue of the Texas Register (26 TexReg 10851). However, to improve conformity, amendments are proposed to §25.41 is this issue of the Texas Register .

As a specific, contextual application of this requirement, the model contract forms contain the required disclosure. Section 25.3(a)(9) and (j) as proposed required the same disclosure to appear in non-model forms. One commentor specifically objected to including the seal of the State of Texas in the notice, stating that it provided no benefit to consumers. The department disagrees. Consistent with plain language principles, the image of the state seal instantly communicates to a purchaser that the state has a regulatory interest in the transaction and provides an easily identifiable reference point for a purchaser thumbing through a stack of papers in search of this information, perhaps months or years later.

The commentor further objected to including information regarding how to contact other state regulatory agencies, asserting that the department is the only agency with jurisdiction over prepaid funeral benefits contracts. The department disagrees. Finance Code, §11.307(a), specifies that the notice must include information on how to file complaints with the "appropriate agency." In addition to contact information for the department, at the very least the department believes a consumer of a prepaid funeral benefits contract needs information on how to contact the Texas Funeral Service Commission, as well as TDI if the contract is insurance-funded. Other "appropriate" agencies exist, such as the Office of Consumer Credit Commissioner with respect to finance charges or the Federal Trade Commission with regard to violations of the FTC Funeral Rule, 16 C.F.R. Part 453, but the department did not include other agencies to minimize the regulatory burden the notice requirement may impose.

Finally, a commentor requested more flexibility with respect to placement of the required notice. As proposed, §25.3(j) required the disclosure to appear at the end of the last page of the contract. The department modified the placement requirement to prefer placement at the bottom of the signature page but permit placement at the top or bottom of a preceding page if separated from other text by at least 1/2 inches of white space.

Subsection (k) . As proposed, §25.3(k) collected certain miscellaneous requirements and permitted additions that do not logically fit elsewhere in §25.3. Section 25.3(k)(2) as proposed required that the title of the contract include the term "Prepaid Funeral Benefits Contract." The department's purpose in imposing this requirement and similar requirements is to promote comparability among the contracts of competing sellers to enhance consumer understanding and facilitate comparison shopping. One commentor argued that companies should be permitted to brand their programs, title their forms in any manner that is not misleading, and otherwise have the ability to use discretionary judgment if no compelling public interest requires dictating conduct. The department revised §25.3(k)(2) to marginally increase the seller's discretion while retaining some degree of comparability. As revised, the contract title must disclose the contract is for the purpose of prearranging a funeral, such as "Prepaid Funeral Benefits Contract."

As proposed, §25.3(k)(6) required that a non-model contract contain "all consumer disclosures required by other state or federal law for this type of transaction." A commentor asserted that this requirement is overly broad and outside the jurisdiction of the department. The department used mandatory language in recognition that additional disclosures are legally required by other law but did not intend to use its regulatory authority to "require" these disclosures. The department concurs that the proposed language is overly broad and has reorganized and revised the requirement into new §25.3(l). As revised, a non-model document is "permitted" to contain additional contract clauses that are fair to consumers in light of the purpose of Finance Code, Chapter 154, and additional consumer disclosures that will assist the purchaser in understanding the transaction or that the seller determines are required by other state or federal law for the type of transaction the contract represents.

However, a seller must logically determine what additional disclosures are required to be in the contract by other law. Therefore, a seller is required by adopted §25.5(b)(1)(D), discussed further in connection with comments and revisions to §25.5, to represent to the department that, "to the best of your knowledge", a proposed non-model document submitted to the department for approval complies with all applicable state and federal law. The department does not believe it is using its regulatory authority to "require" these disclosures by insisting that the seller have considered the subject prior to filing a contract for approval.

Regarding consumer disclosures required by other law, the commentor noted that disclosures required by other state or federal law may change over time and suggested that the rule should permit companies to modify non-model contracts to comply with changes in such other law without further submission to the department other than notification of the changes. The department disagrees because of its obligation to approve a non-model contract for consistency with plain language principles. However, approval of a non-model contract that has been revised solely to comply with changes in other law can be obtained without significant difficulty or delay if properly explained, as required by adopted §25.5(b)(1)(C)(ii).

Section 25.4

Generally . Section 25.4 as proposed articulated the plain language principles that are incorporated into the model forms and will guide the department in evaluating non-model contract and waiver forms submitted for department approval. This plain language requirement is imposed by Finance Code, §154.151(d). Although the department specifically invited comments regarding how the department could more effectively determine that a Spanish language contract is "designed to be easily understood by the average consumer," no commentor addressed this question.

The department researched plain language writing and determined that plain language principles sound deceptively simple but can dramatically improve readability and understandability if followed. Plain language writing does not mean deleting complex information to make the document easier to understand. A plain language document uses words economically and at a level the audience can understand. Its sentence structure is tight. Its tone is welcoming and direct. Its style and design is visually appealing and attracts the eye to important information. The department located numerous resources from which to derive the requirements of §25.4, including the information and links available at http://www.plainlanguagenetwork.org/ and http://www.plainlanguage.gov, and has made some modifications in response to comments.

One commentor flatly asserted that §25.4 as proposed was vague, arbitrary, and failed to establish objective standards for plain language contracts. The commentor pointed to terms that appear in the proposal, such as "easily", "clear", "concise", "strong verbs", "everyday words", "superfluous", and "legalistic", and argued that these terms and others are not objective criteria upon which a seller may gauge compliance. These terms, according to the commentor, are so judgmental that compliance will vary depending upon the opinion of the person conducting the review rather than upon objective criteria. The department disagrees and believes the comment is more appropriately directed to the legislature, not the state agency charged with implementing and enforcing a statutory mandate that contracts must be "written in plain language designed to be easily understood by the average consumer [and] printed in an easily readable font and type size." None of the terms the commentor finds objectionable are used in connection with inflexible requirements, but are rather part of general principles that describe factors the department will consider in evaluating a proposed document.

Subsection (a) . The text of §25.4(a) as adopted sets forth the statutory standard the department must follow and is unchanged from the proposal. The commentor that believed proposed §25.4 was vague, arbitrary, and failed to establish objective standards for plain language contracts urged that subsection (a) be deleted. The department disagrees that deletion of the paraphrased statutory standard is appropriate. Subsection (a) is adopted without changes.

Subsections (b) and (c) . A proposed non-model contract or waiver should substantially comply with the plain language writing principles stated in §25.4(b) and substantially avoid the plain language impediments identified in §25.4(c), although the department will consider a seller's asserted reasons why a particular principle should not be applied in a specific context. The principles stated in §25.4(b) and (c) sought to avoid the most common writing problems that hinder a reader's understanding, including overly long sentences, overuse of passive voice and weak verbs, and unnecessary use of technical jargon and artificially defined terms. The commentor that believed proposed §25.4 was vague, arbitrary, and failed to establish objective standards for plain language contracts urged that subsections (b) and (c) be deleted. The department disagrees and believes the guidance provided by these provisions will be helpful to industry in understanding plain language requirements. None of the principles are expressed as inflexible requirements. These subsections are adopted without changes.

Subsections (d) and (e) . Section 25.4 as proposed incorporated typesetting concepts in §25.4(d) and (e). Subsection (d) addressed typeface (font) selection and described both serif and sans serif typefaces and the relative advantages of these categories of typeface. The basic text of a proposed non-model document should be set in a serif typeface. Titles, headings, subheadings, captions, and illustrative or explanatory tables or sidebars may be set in a sans serif typeface for emphasis. The department has specified the minimum type size (measured in points (pt) in §25.4(e)(1) as equivalent to a Times typeface in 10pt, and will permit smaller sizes for certain provisions. Most resources reviewed by the department suggest 10pt as the minimum size and urge consideration of 12pt or larger if the document is designed for an elderly audience. In specifying what is generally considered a smaller than desirable type size for certain sections of the document, the department sought a compromise between easy legibility and other advisable requirements, such as keeping related disclosures grouped together or satisfying a requirement to keep specified text on a single page. However, the department encourages sellers to consider using a larger and more legible type size.

Proposed §25.4 also addressed linespacing, or "leading", which refers to the amount of space between lines of text. The department specified minimum leading in §25.4(e)(2) as about 120% of type size, provided this standard results in at least two points of additional leading between lines of type.

No comments were received regarding proposed §25.4(d) and (e). The subsections are adopted without changes.

Subsection (f) . Document design and formatting can enhance or hinder readability. Section 25.4(f) stated a preference for left justified, ragged right text and encourages use of descriptive headings and subheadings and tabular presentations. A commentor suggested full-justification should be permissible if the document is arranged in columns. The department concurs with the commentor. As revised and adopted, §25.4(f)(1) strongly encourages left-justified text in any paragraph or section of a non-model document that has text lines exceeding 70 characters in length.

The commentor that believed proposed §25.4 was vague, arbitrary, and failed to establish objective standards for plain language contracts urged that §25.4(f)(1) and §25.4(f)(3) be deleted for the reasons discussed in the following paragraphs.

This commentor criticized §25.4(f)(1) as addressing esthetics of the document rather than any substantive requirement. The commentor asserted that this requirement has no bearing on the readability, content, or any other substantive matter, and that companies should at the very least be free to design the look of their own forms without government interference. The department disagrees. Every comprehensive "plain language" resource reviewed by the department states that design and layout of a document strongly influences comprehension. The department therefore believes it must consider these factors in evaluating whether a contract is "designed to be easily understood by the average consumer."

Proposed §25.4(f)(3) required a non-model document to "use descriptive headings and subheadings that match the headings in the department's model contract." The commentor argued that headings and subheadings should be at the discretion of the drafter as long as they are not misleading. The department's purpose in imposing this requirement and similar requirements is to promote comparability among the contracts of competing sellers to enhance consumer understanding and facilitate comparison shopping. In response to this comment, the department has revised §25.4(f)(3) as adopted to encourage use of descriptive headings and subheadings that "are conceptually similar to the headings in the department's model contract." A seller will therefore be able to choose alternate terms if a consumer would understand the language chosen to mean substantially the same as the comparable heading or subheading in a model contract.

A commentor requested flexibility to use a page size of 8-1/2 inches by 17 inches. Proposed §25.4(f)(2) stated that the recommended page size for a proposed non-model contract is 8-1/2 inches by 14 inches. The department has revised §25.4(f)(2) to recommend a minimum page size for a proposed non-model contract of 8-1/2 inches by 14 inches and a maximum page size of 8-1/2 inches by 17 inches. However, as was the case with the proposal, page size is not expressed as an inflexible requirement.

Another commentor observed that proposed §25.4(f)(5) addressed use of alternate definitional terms and did not seem to fit in the plain language section. The department concurs and has deleted the provision by incorporating it into revised and adopted §25.3(c).

Subsection (g) . As proposed, §25.4(g) required a non-model document to be subjected to mechanical readability tests as one factor to aid determination of its readability. These tests are contained in Microsoft Word and Corel WordPerfect software. The person submitting a proposed document for approval will be expected to apply the same tests before submission and explain how the results are consistent with the requirements of §25.4. Mechanical readability formulas are flawed because they cannot analyze substantive content. The department will therefore not rely solely on the readability statistics generated by these tests but will instead use them to supplement the department's evaluation of more subjective factors. However, in the absence of a suitable explanation that is consistent with plain language principles, a document that fails one of the four common tests listed in §25.4(g)(1) will ordinarily not be approved.

The commentor that believed proposed §25.4 was vague, arbitrary, and failed to establish objective standards for plain language contracts conceded that readability standards in §25.4(g) do set forth apparently objective criteria but argued that the stated principles are so arbitrary and vague that it is impossible to assess their meaning. The department disagrees and emphasizes that it will not rely solely on the readability statistics generated by these tests, as the text of subsection (g) plainly states, but will instead use them to supplement the department's evaluation of more subjective factors.

Another commentor noted that, in most instances in which mechanical scoring is used, certain phrases, disclosures, or terms are specifically excluded from the scoring requirements. For example, in some instances, such as with disclosures relating to representations and warranties as well as the disclosures required by Finance Code, Chapter 154, the legislature or a regulatory agency elected to use certain language for specific reasons. The commentor believed it would be inappropriate to include statutorily mandated language, disclosures, or definitions in the scoring because of the mandate to use such language and the lack of a seller's discretion to exercise control over its readability. The department concurs with this comment but specifically designed the proposed standards to account for this situation. First, the specified minimum scores are already skewed in anticipation of statutorily mandated language, disclosures, and definitions. The department's model contracts satisfy the requirements of subsection (g). Second, proposed §25.4(g)(2) required a seller to explain the circumstances and justifications for any scores outside the parameters. Language, disclosures, or definitions mandated by other law constitute circumstances that may justify substandard scores. However, the scores listed as desirable in subsection (g) have been relaxed slightly as adopted.

Section 25.5

Generally . Section 25.5 as proposed stated the filing requirements and procedures applicable to department approval of a non-model document. A fee is imposed of $250 plus $60 per hour spent by department employees in excess of one hour in evaluating the proposed document submitted for approval. A seller would have the option of seeking judicial review of a department decision by following the specified procedures.

Commentors universally requested more detailed due process and specific time periods for action in §25.5. The department concurs and has expanded §25.5 as adopted to explicitly incorporate specific procedures designed to increase confidence that an application for approval of a non-model document will be handled predictably, as discussed further with regard to specific subsections and comments.

Subsection (a) . Section 25.5(a) contained a statement of the legal authority underlying the requirement that a non-model contract form must be approved by the department before it can be used. No comments were received and the proposed text of the subsection is adopted. However, the department has added numbered paragraphs specifically describing each subsection of §25.5 and its purpose, as a general guide to a section significantly increased in length.

Subsection (b) . Section 25.5(b) as proposed listed the documents and fees required to be submitted with an application to approve a non-model document. The adopted subsection has been expanded with descriptive text and the addition of requirements currently imposed by the department through its forms for submission of contracts for approval.

As proposed, §25.5(b)(2) required the submission of the Spanish version of the non-model contract at the time the English version is filed. A commentor suggested that, because the Spanish version is a translation of the English version, the rule should allow it to be filed after the English version is approved. The department concurs. As adopted, §25.5(b)(1)(B) and 25.2(d) implement this suggestion.

Adopted §25.5(b)(1)(C) did not appear in the proposal and has been added to incorporate requirements currently imposed in the department's application form for approval of a contract that is an amended version of a previously approved contract. Under §25.5(b)(1)(C), a seller requesting approval of amendments to a previously approved contract must submit a printed copy of the proposed non-model document that is specifically marked to show all text proposed to be added and all text proposed to be deleted, and a written summary of the amendments explaining their purpose.

Adopted §25.5(b)(1)(D) is based on and revised from §25.5(e) as proposed. Proposed §25.5(e) required a seller to submit a certification accepting responsibility for ensuring that the submitted non-model document complies with all applicable state and federal law, including Finance Code, Chapter 154. The proposed subsection (e) also contained a statement that the department does not determine that a submitted contract complies with laws and regulations administered by other state and federal regulatory agencies.

One commentor requested that proposed §25.5(e) be stricken in its entirety, arguing that the department by statute only has the authority to require compliance with Finance Code, Chapter 154, and has the sole obligation, without certification from the seller, to determine whether a submitted non-model contract complies with Chapter 154. The department disagrees with this characterization of the department's responsibilities but has more specifically defined its role based on the comment. It would be highly irresponsible of the department to approve a contract that it knows violates another state or federal law, yet the department does not desire the duty to inquire into compliance with other law. The only responsible solution is to rely on the seller to assume that duty, and in fact sellers submitting contracts for approval in past years have signed such a certification for the department, without comment or complaint. However, another commentor expressed concern that a seller without legal training might not be aware of a failure to comply with other law and could, by signing a certification of compliance, unwittingly empower the department to take a disciplinary action against the seller for filing a false document. This result is not intended or desired by the department. Although the department does not agree that the language of the proposal can reasonably be interpreted in this manner, it has revised the proposal to more explicitly avoid this interpretation.

As adopted, §25.5(b)(1)(D) requires a seller submitting a proposed document for approval to certify that the seller has examined the submitted document and, to the best of seller's knowledge , the submitted document complies with all applicable state and federal law. In addition, if an amendment to a previously approved document, the seller will certify, to the best of seller's knowledge , that the submitted document is identical to the previously approved document except for specifically marked and identified changes. In light of the intensity of comments received urging faster processing times, this requirement is not unreasonable, and does not expose the seller to penalty for lack of knowledge. Further, this requirement is identical in all material respects to current practice as represented by the application form sellers have signed and submitted to the department for years.

The remaining issue raised by these comments, whether the department should consider compliance with other law, is addressed in §25.5(c)(3) as adopted, regarding standards for approval. Generally, the applicable standards are based on Finance Code, Chapter 154. However, if the department "discovers" and "confirms" that a proposed non-model document will "clearly" violate a mandatory requirement of other law, the department will deny approval. However, the department will ordinarily not seek to review a proposed non-model document for compliance with other law, and approval of a non-model document by the department does not represent a determination of compliance with other state and federal law.

As proposed, §25.5(b)(3) specified certain additional documents to be filed with the department, including a copy of the life insurance policy form intended for use with the proposed contract and written evidence from TDI that the submitted policy form had been approved. A commentor asserted that TDI does not require formal approval of all life insurance policies marketed in Texas. Companies may therefore not have "written evidence from the Texas Department of Insurance that the policy has been approved." The department disagrees after consultation with TDI, with one exception. The commentor is technically correct that TDI does not approve all policy forms, but TDI does approve all policy forms that are used to fund prepaid funeral benefits contracts. If TDI fails to act within its time period for approval and the form becomes automatically approved, TDI stated its practice is to issue an approval letter upon request. However, policy forms may exist and be in use that were approved by TDI before it specifically addressed approval of the forms to fund prepaid funeral benefits contracts. As adopted, §25.5(b)(1)(E)(ii) incorporates this adjusted requirement.

Revised and adopted §25.5(b)(1)(F) and (b)(3) impose filing and review fees. As proposed, §25.5(d) imposed a filing fee of $250 plus an additional fee of $60 per employee hour in excess of one hour for review of a proposed non-model document submitted for approval. One commentor suggested that §25.5(d) be revised to include a maximum fee of $500. Another commentor proposed a maximum fee of $550. The department disagrees, based on its prior practice, complied with by sellers without objection, of charging $50 per employee hour in excess of one hour for review of a proposed contract, without a maximum stated fee. However, the department modified the proposal to more closely conform to current fees, in revised §25.5(b)(1)(F) and (b)(3), by imposing a filing fee of $250 plus an additional fee of $60 per employee hour in excess of four hours for review of a proposed non-model document submitted for approval.

Subsection (c) . As proposed, §25.5(c) described the procedure the department will follow in considering whether to approve a proposed non-model document. After submission, §25.5(c)(1) provided the department would act "as soon as reasonably possible" and, if approval is denied, the department would "state the basis for the denial." If approval was denied, proposed §25.5(c)(2) provided a seller the opportunity to either keep the application open by resubmitting a modified non-model document or request a hearing before the commissioner to review and reconsider the department's response. Proposed subsection (c)(3) required the hearing to be set "as soon as reasonably possible" and imposed the burden of proof at a hearing on the department, and subsection (c)(4) made the commissioner's order after hearing appealable. The department did not specify deadlines for action, reasoning that initial contract form submissions by sellers could potentially overwhelm the department's resources in the short term. Hard and fast deadlines in this circumstance would be detrimental to the public policies established by Finance Code, Chapter 154.

A commentor urged that, in exchange for payment of the required fees by §25.5(d), a seller should be reasonably entitled to some assurance that the application will be reviewed within 15 days, the department will specify the specific basis for any disapproval in writing, and an automatic approval of the form will occur if no action is taken within 30 days. Otherwise, according to the commentor, companies will be faced with potential loss of revenue, the expense of extra regulatory fees, and no corresponding obligation on the department to act. Another commentor joined in requesting the department be required to specify a specific basis for denial, including citations to the specific legal provisions the document fails to satisfy.

The department concurs that adding additional assurances regarding processing time is reasonable but disagrees that a 15 day review period is appropriate for the reasons underlying the department's initial proposal to omit specific deadlines. The department disagrees with the suggestion that automatic approval is appropriate in the event of a missed deadline. The legislature is clearly aware of its authority to impose automatic approval deadlines on state agencies and has done so in numerous instances, but not in connection with any application process under Finance Code, Chapter 154. Absent explicit legislative direction, the department will not voluntarily relinquish its statutorily-granted discretion in a manner that could damage the regulatory interests the department is charged with protecting.

After consideration, the department concluded that an appropriate processing time for a new non-model contract, as stated in §25.5(c)(1)(A) as adopted, is 90 days if submitted prior to March 1, 2003, and 45 days if submitted on or after that date. Further, with respect to a proposed non-model waiver or an amended version of a previously approved non-model contract, adopted §25.5(c)(1)(B) specifies a processing time of 30 days. Finally, the specified processing time for amendments limited to changed or added information about the seller or a funeral home is 10 days, consistent with the manner in which modifications to a model document are processed under adopted §25.2(a)(3). Subsection (c)(2) grants the department discretion to extend a processing time by up to an additional 30 days if the filing raises issues requiring additional information or additional time for analysis.

Section 25.5(c)(3) as adopted is based on proposed §25.5(e). Under this provision, the department will deny approval if the proposed non-model document fails to comply with the Finance Code, Chapter 154, as implemented by §§25.1 - 25.6. As previously noted, the department will not ordinarily seek to verify compliance with other law but reserves the authority to refuse to approve a document that "clearly" violates other applicable law if the department takes action to confirm the clear violation.

With respect to comments requesting the department to state the specific basis for denial, the department was unaware that its proposed obligation to "state the basis for the denial" could be interpreted to allow a general denial without justification, and accordingly has revised §25.5(c)(4) as adopted to more explicitly require a statement of the specific basis for denial and make additional disclosures to inform the applicant of available second review and appeal rights.

Subsection (d) . Section 25.5(d) is based on proposed text that was originally part of §25.5(c). The text has been expanded to more explicitly grant and describe rights to an unsuccessful applicant to seek a second review of a revised version of the proposed document by the department or to request a hearing before the commissioner. The department will not require a new filing fee but may charge additional review fees. The specified processing time for the department to approve or disapprove a revised submission on second review is 10 days. After a second disapproval, the applicant may request a hearing before the commissioner. However, if approval would be granted provided minor changes are made to the document and the applicant has not previously had an opportunity to make those changes, the department will include an option in the second notice of denial to submit the revised form for approval within 10 days.

Subsection (e) . Section 25.5(e) is also based on proposed text that was originally part of §25.5(c), and the text has been expanded to more explicitly describe the procedures that will apply to a hearing before the commissioner. These procedures are not newly created and would have applied to a commissioner hearing in the absence of this expanded text, based on 7 TAC Chapter 9. However, including detailed procedures in §25.5 as adopted will provide better guidance to sellers unaccustomed to researching procedural administrative law.

Subsection (f) . Adopted §25.5(f) describes the circumstances under which a seller may not use a previously approved document, as did proposed §25.5(f). The dates specified in the proposal have been advanced forward to account for delays that occurred in finally adopting §§25.1 - 25.6.

Several commentors requested that a seller be permitted to use the seller's current contract after the stated expiration date if the seller's request for approval of a non-model contract is still pending or remains open pending additional submission or resolution by a requested hearing. The department incurs in part but will still retain an outside expiration date. To address continued use of an existing contract while a good faith application for approval is pending, the seller may request an extension from the commissioner.

As adopted, §25.5(f) generally prohibits use of a prepaid funeral benefits contract form that was approved before January 31, 2002, because contracts approved prior to this date were analyzed under the law in effect prior to September 1, 2001. However, a seller can continue using an obsolete contract with the model addendum developed by the department until the later of June 1, 2002, October 1, 2002, if the seller files a proposed non-model contract with the department for approval before June 1, 2002, or a later date if, before October 1, 2002, the seller requests an extension of time to permit completion of a pending approval proceeding under this section and the commissioner approves the request in writing. In addition, these expiration dates do not apply once a seller obtains approval of a non-model contract. After approval and following a transition period of 30 days, the seller must use the non-model contract and not the seller's obsolete contract, even with the model addendum.

Section 25.6

Proposed §25.6 rephrased and reorganized existing §25.6 in a manner consistent with the proposal without adding new substantive content. Generally, the section specifies who should receive copies of documents after a contract is executed by all parties.

Commentors generally pointed to the failure of §25.6 to recognize the difference between an insurance-funded contract and the life insurance policy, stating that §25.6(a) attempts to regulate life insurance companies when they may not be a party to the prepaid funeral benefits contract. The life insurance laws dictate who receives a copy of the life insurance contract application, and under certain circumstances the purchaser may not be entitled to a copy of the application. The department concurs and has revised §25.6 as adopted to clarify the roles of the parties.

Sections 25.1 - 25.6 are adopted under Finance Code, §154.051(b), which authorizes the commission to adopt reasonable rules regarding matters relating to the enforcement and administration of Chapter 154, including rules concerning the filing of contracts. Additional authority and applicable requirements are provided by Finance Code, §§11.307(a) and (b), 154.151(d) and (e), and 154.156(a).

§25.1.Definitions.

(a) A word or term that is defined in Finance Code, Chapter 154, retains the same meaning when used in this subchapter unless the word or term is defined otherwise in subsection (b) of this section.

(b) The following words and terms have the following meanings when used in this subchapter, unless the context in which a word or term is used clearly indicates a different meaning that is consistent with the purpose of Finance Code, Chapter 154:

(1) "Contract beneficiary" means the person named in a prepaid funeral benefits contract as the intended recipient of contracted funeral merchandise and services.

(2) "Funeral goods and services" means funeral merchandise and services that are regulated as prepaid funeral benefits, as that term is defined by Finance Code, §154.002(9), except to the extent provided otherwise in §25.3(b) of this title (relating to What Requirements Apply to a Non-Model Contract) and related provisions.

(3) "Funeral home" means a funeral provider, as that term is defined by Finance Code, §154.002(6), specifically a funeral home that agrees in a prepaid funeral benefits contract to provide specified prepaid funeral benefits.

(4) "Insurance-funded contract" means a prepaid funeral benefits contract funded by an insurance policy.

(5) "Insurance policy" has the meaning assigned by Finance Code, §154.002(7), specifically a life insurance policy or an annuity contract. The term does not include a policy for any other form of insurance.

(6) "Model contract" means a prepaid funeral benefits contract form developed and published by the department for your use.

(7) "Model waiver" means the waiver form developed and published by the department for your use, to govern the voluntary waiver of a purchaser's right to cancel a prepaid funeral benefits contract as permitted by Finance Code, §154.156(a).

(8) "Non-model contract" means a prepaid funeral benefits contract form that differs from the model contract with respect to the requirements and standards of §25.3 of this title and §25.4 of this title (relating to What Are the Plain Language Requirements for a Non-Model Contract or Waiver). A model contract does not become a non-model contract because you add your name, trademark, or other information about you, or information about the funeral home.

(9) "Non-model waiver" means a form of waiver that has the same purpose as but differs from the model waiver with respect to the requirements and standards of §25.2(c) of this title (relating to Am I Required to Use the Model Contract and Model Waiver) and §25.4 of this title. For example, a model waiver does not become a non-model waiver because you add your name, trademark, or other information about you, or information about the funeral home.

(10) "Prepaid funeral benefits contract" or "contract" means a contract or agreement for prepaid funeral benefits, whether trust-funded or insurance-funded.

(11) "Purchaser" means the person who contracts to buy prepaid funeral benefits. The purchaser may also be the contract beneficiary. If permitted by the context, the term includes the purchaser's authorized agent.

(12) "Responsible person" means the person charged with the disposition of the contract beneficiary's remains by Health and Safety Code, §711.002(a).

(13) "Seller" has the meaning assigned by Finance Code, §154.002(10), specifically a person selling, accepting money or premiums for, or soliciting contracts for prepaid funeral benefits or contracts or insurance policies to fund prepaid funeral benefits in this state.

(14) "Trust-funded contract" means a prepaid funeral benefits contract funded by trust deposits made on behalf of the purchaser.

(15) "You" (or "I" in a section title) means a seller that is licensed under Finance Code, Chapter 154, and is subject to this chapter.

§25.2.Am I Required to Use the Model Contract and Model Waiver?

(a) Use of model contract and waiver. You may use the appropriate model contract or the model waiver described in this subsection except as provided in paragraph (2) of this subsection, but you are not required to do so if you obtain approval to use a non-model contract or waiver.

(1) The department has adopted two model contracts, one for sale of trust-funded prepaid funeral benefits and one for sale of insurance-funded prepaid funeral benefits where the purchaser is also the policy owner, and a model waiver, in English and in Spanish, for your use. Each model contact or waiver meets all statutory requirements and the requirements of this subchapter with respect to the type of transaction it is designed to govern. You may acquire copies of model contracts and the model waiver by downloading them from the department's web site or requesting them by mail. The department's web site address is http://www.banking.state.tx.us.

(2) If you sell insurance-funded contracts, the insurance-funded model contract is suitable only if the person named in the contract as the purchaser is also the insurance policy owner. If the contract purchaser and the insurance policy owner are not to be the same person, you must use an approved non-model contract that correctly addresses this arrangement.

(3) You may use a current model contract or model waiver after the department verifies that your proposed form document is a current model document that has been customized by inserting your name and permit number. Your submitted form document may also contain other information about you or a funeral home as long as you do not otherwise alter the model document. The department shall approve or disapprove a customized model document on or before the 10th business day following the day the document is filed with the department.

(b) Non-model contracts. Before you use a non-model contract, it must:

(1) satisfy the substantive content requirements of §25.3 of this title (relating to What Requirements Apply to a Non-Model Contract or Waiver);

(2) qualify under the plain language principles stated in §25.4 of this title (relating to What Are the Plain Language Requirements for a Non-Model Contract or Waiver); and

(3) be approved by the department as provided in §25.5 of this title (relating to How Do I Obtain Approval of a Non-Model Contract or Waiver).

(c) Non-model waivers. You may use a non-model waiver if it addresses substantially the same matters in substantially the same order as the model waiver, to promote comparability and consumer understanding. Your proposed non-model waiver form may contain additional provisions that are fair to consumers in light of the purpose of Finance Code, Chapter 154. You must submit a non-model waiver to the department for approval in the manner required by §25.5 of this title. The model waiver in English appears as:

Figure: 7 TAC §25.2(c)

(d) Transactions conducted in Spanish. If you intend to conduct any prepaid funeral benefits transaction predominately in Spanish, you may use a current model contract or model waiver in Spanish as provided by subsection (a) of this section. If the department has approved your non-model document in English under §25.5 of this title, you may use a Spanish version of the document after you file a copy of your Spanish document and a certification from a translation service acceptable to the department that the Spanish version is a true and correct translation of the submitted English document. If the English version of your Spanish non-model document has not previously been approved, you may not use your Spanish non-model document until you comply with subsection (b) of this section.

(e) Interpretation of required content and form. The department considers the model contracts and model waiver to satisfy the substantive content requirements of §25.3 of this title and qualify under the plain language principles stated in §25.4 of this title. If you have questions regarding the intent and meaning of a requirement in this subchapter, locate and review the related clause in the model contracts or model waiver. You are not required to include a broader or more comprehensive provision than is contained in the relevant model document unless additional explanation or disclosure is necessary to clarify or prevent misleading provisions in your non-model document.

§25.3.What Requirements Apply to a Non-Model Contract or Waiver?

(a) Contract requirements. The department must approve a non-model contract before you can use it. Your proposed non-model contract must:

(1) contain a disclosure informing the purchaser of the funeral goods and services that will be provided or excluded under the contract, as described by subsection (b) of this section;

(2) define terms used in the contract as described by subsection (c) of this section;

(3) state and explain the purchaser's obligations, your obligations, and the obligations of the funeral home if you are not performing all funeral services under the contract, and the impact of terms in the insurance policy on the contract if the contract is insurance-funded, as described by subsection (d) of this section;

(4) disclose and explain the purchaser's cancellation rights under the contract and, if the contract is insurance-funded, the effect of insurance policy cancellation or assignment on the contract, as described by subsection (e) of this section;

(5) state events of default under the contract for all parties and explain the consequences of default, as described by subsection (f) of this section;

(6) state and explain the circumstances under which the responsible person may modify or change the contract at the death of the contract beneficiary, as described by subsection (g) of this section;

(7) disclose and explain all payment terms under the contract and related provisions as described by subsection (h) of this section;

(8) contain a section for required signatures and related notices as described by subsection (i) of this section;

(9) contain a standard disclosure explaining how a purchaser can make inquiries or file complaints with specified regulatory agencies, as described by subsection (j) of this section;

(10) comply with subsections (k) and (l) of this section;

(11) comply with §25.4 of this title (relating to What Are the Plain Language Requirements for a Non-Model Contract or Waiver); and

(12) be approved by the department as provided by §25.5 of this title (relating to How Do I Obtain Approval of a Non-Model Contract or Waiver).

(b) Statement of funeral goods and services selected. The first section of a proposed prepaid funeral benefits contract must inform the purchaser of the funeral goods and services that you will provide or exclude under the contract, as required by Finance Code, §154.151(e). This section must appear entirely on page one of the contract exactly as set out in the model contract and in the figure below, including substantially the same formatting and spacing, except:

Figure: 7 TAC §25.3(b)

(1) you may move specific goods and services between general description categories;

(2) you may move specific goods and services between the category of goods and services to be provided and the category of goods and services not included in the contract;

(3) you may change the description of specific goods or services if the alteration does not change the intent of the description in the standard disclosure;

(4) you may add other, specific funeral goods and services to the list of included funeral goods and services;

(5) you may delete the category designated "cash advance items" under included funeral goods and services if you do not sell cash advance items as prepaid funeral benefits and you list all cash advance items under funeral goods and services not normally included, provided that individual cash advance items may not be added to another category of included goods and services;

(6) you may delete check boxes and related text for sealing features in casket and outer burial container descriptions, for example, "seal", "non-seal", "protective", and "non-protective", if these features are not included in the funeral home's price list; and

(7) if the goods and services you sell are specifically limited and constitute significantly less than those goods and services normally required for a funeral, you may substitute a simplified disclosure that the contract is for your specific goods and services only and that you do not offer any other funeral goods and services. For example, you may substitute this limited disclosure if you sell only services relating to opening and closing of the grave or unique memorials that utilize a token portion of cremains, or if you only sell limited funeral goods such as outer burial containers or caskets without furnishing funeral services.

(c) Definitions. Your proposed prepaid funeral benefits contract must list, define, and use the terms "contract beneficiary", "responsible person", "funeral home", "purchaser", and "seller", or terms commonly understood by consumers to be equivalent, substantially as defined in a model contract. For example, you may substitute the term "provider" for "funeral home", or use a combined term such as "seller/provider" or "seller/funeral home" if you believe the alternate term is more descriptive of your services. If your proposed contract is insurance-funded, you must also list, define, and use the terms "insurance company", "insurance policy", and "premiums" in the contract, or terms commonly understood by consumers to be equivalent, substantially as defined in the department's insurance-funded model contract. You may list, define and use additional terms if they are consistent with the requirements of §25.4 of this title.

(d) General provisions. Your proposed prepaid funeral benefits contract must recognize and explain the purchaser's obligations, your obligations, and the obligations of the funeral home if you are not performing all funeral services under the contract, and the impact of terms in the insurance policy on the contract if the contract is insurance-funded, with respect to:

(1) your obligation (and that of the funeral home) to furnish the funeral goods and services selected in the contract for a cost not to exceed the total contract price at the death of the contract beneficiary, if the purchaser has fully complied with the contract and with each insurance policy, if the contract is insurance-funded;

(2) the purchaser's inability to change the selected funeral goods and services during the life of the contract unless the contract is voided and replaced with a new contract;

(3) the extent to and conditions under which the purchaser may change the funeral home specified in the contract or, with respect to a trust-funded contract, the contract beneficiary;

(4) whether the purchaser may incur tax liability for earnings under a trust-funded contract or for growth under an insurance policy if the contract is insurance-funded;

(5) the extent to which you offer any warranties or guarantees or assert any specific disclaimers of warranty;

(6) the prohibition on partial cancellation of or loans against the contract;

(7) if the transaction may result in available funds in excess of the contract price at the time the funeral is performed, identification of who is entitled to such excess funds;

(8) each party's general contractual duties under the contract and the extent to which the contract is binding on a person who assumes the rights or obligations of a party to the contract;

(9) the manner in which a party must notify other parties of a change of address; and

(10) if the contract is insurance-funded, the requirement that terms of the insurance policy must be consulted for information concerning the obligations of the insurance company and those of the policy owner.

(e) Cancellation or assignment. Your proposed prepaid funeral benefits contract must recognize and explain:

(1) with respect to a trust-funded contract:

(A) the requirement for, and 15-day delay that applies to, a separate, written waiver of cancellation rights if the purchaser chooses to irrevocably waive the right to cancel the contract;

(B) the manner in and conditions under which the purchaser may cancel the contract, including the procedural requirements applicable to a cancellation, including the purchaser's obligation to request cancellation in writing on department-approved forms and your obligation to pay a refund not later than the 30th day after receipt of the purchaser's written cancellation notice;

(C) the amount of the refund or other payment that you will owe the purchaser if the contract is canceled and the conditions or circumstances that may alter the refund amount; and

(D) the refund or other benefits you will owe the purchaser if the contract is canceled at your request; or

(2) subject to modifications or clarifications required by §25.2(a)(2) of this title (Relating to Am I Required to Use the Model Contract and Model Waiver), with respect to an insurance-funded contract:

(A) the purchaser's right to assign the purchaser's interest in an insurance policy by signing a separate document;

(B) the qualification that canceling the contract does not automatically cancel the insurance policy but canceling the insurance policy does cancel the contract;

(C) the requirement for, and 15-day delay that applies to, a separate, written waiver of cancellation rights if the purchaser chooses to irrevocably waive the right to cancel the contract, unless the contract is funded by an insurance policy for which an irrevocable assignment of ownership rights has been made;

(D) the procedural requirements applicable to a cancellation of the contract, including the purchaser's obligation to request cancellation in writing on department-approved forms and the statutory obligation, if applicable, to pay a refund not later than the 30th day after receipt of the purchaser's written cancellation notice;

(E) the refund the purchaser may expect if insurance coverage is denied, and the conditions or circumstances that may alter the refund amount;

(F) the purchaser's obligation to read the insurance policy to determine the conditions imposed upon cancellation and the potential amount of refund that would be due if the policy is canceled during or after the "free look" period;

(G) the consequences the purchaser may expect, whether refund of premium, receipt of cash surrender value, or other benefits from you or another person, if the contract is canceled at your request; and

(H) the effect that loans against or withdrawal of proceeds accrued under an insurance policy will have on the contract and on price guaranties in the contract.

(f) Default. Your proposed prepaid funeral benefits contract must explain events and consequences of default under the contract and under each insurance policy if the contract is insurance-funded, including:

(1) the potential effect on the contract if the purchaser fails to make a payment or makes a late payment under the contract or under an insurance policy if the contract is insurance-funded;

(2) the effect on the contract and on payments due if the contract beneficiary dies:

(A) before the purchaser's payment obligations have been fulfilled under a trust-funded contract; or

(B) if the contract is insurance-funded:

(i) during a period when an insurance policy pays reduced benefits, if applicable; or

(ii) before the premium obligations have been fulfilled on an insurance policy, if applicable; and

(3) the conditions under which you may owe a full or partial refund to the purchaser of funds received under a contract, or a full or partial abandonment of your rights to anticipated proceeds of an insurance policy if the contract is insurance-funded and proceeds are not yet received, as a consequence of your inability (or the funeral home's inability, if you are relying on another to perform portions of the contract) to furnish the selected funeral goods and services;

(4) only with respect to a trust-funded contract, whether or not the purchaser may make a claim to the prepaid funeral guaranty fund governed by §25.17 of this title (relating to Guaranty Fund), if you are unable to honor the contract terms.

(g) Changes to a contract at the death of contract beneficiary. Your proposed prepaid funeral benefits contract must disclose the circumstances under which the contract may be modified by the responsible person at the death of the contract beneficiary, as required by Finance Code, §154.151(e). The disclosure must appear exactly as set out in the model contract and in the figure below, without modification, except that the phrase "fully funded" must be substituted for the phrase "fully paid" wherever it appears in this disclosure when used in an insurance-funded contract. In addition, you may use a larger type size if feasible.

Figure: 7 TAC §25.3(g)

(h) Payment terms. Your proposed prepaid funeral benefits contract must clearly state and explain payment terms and related provisions, including:

(1) how and when you will deposit a payment received under a trust-funded contract, or forward any premiums received to the insurance company for application to an insurance policy if the contract is insurance-funded;

(2) with respect to a trust-funded contract, whether and the extent to which you will retain a portion of the purchaser's payments for reimbursement of your operating and selling expenses;

(3) with respect to a trust-funded contract, the finance charges you will impose, if applicable, provided that the description must also comply with Finance Code, Chapter 345, and other state and federal law governing such charges;

(4) subject to modifications or clarifications required by §25.2(a)(2) of this title, with respect to an insurance-funded contract:

(A) the effect on the contract if insurance coverage is denied and the manner in which written notice of the reason for denial will be sent to the policy owner;

(B) if payment terms under the insurance policy are not disclosed in the contract, a space for the purchaser to initial or sign to acknowledge that the purchaser has received written information regarding the terms governing premium payments in another document that the purchaser received at the time of sale, such as the application for insurance or the insurance policy;

(C) if the information the purchaser receives regarding payment terms under an insurance policy is based on an estimate of premiums, notice that actual premiums could be more or less than estimated after the insurance company completes its underwriting process;

(D) notice that insurance premiums paid on the insurance policy or policies may be more or less than the total contract price; and

(5) other contract provisions that materially relate to payment terms under a contract or under an insurance policy.

(i) Required signatures and notices. Your proposed prepaid funeral benefits contract must contain a section for required signatures and related notices that appears in its entirety on the last page of the contract. This section must include:

(1) a list of all items that must be received or offered before the contract can be signed;

(2) if required by state or federal law, cooling-off period language that includes spaces to note when and where the contract was signed;

(3) notice that the purchaser will receive a copy of the contract;

(4) if the contract is insurance-funded:

(A) notice that the policy owner will receive a copy of the insurance policy from the insurance company; or

(B) if the insurance company is not legally required to deliver a copy of the insurance policy to the policy owner, notice that the policy owner may request a copy of the insurance policy from the insurance company;

(5) spaces for:

(A) the purchaser's printed name, mailing address, telephone number, social security number (if required), and signature line;

(B) if you are not directly providing the funeral goods and services, the printed name, mailing address, and telephone number of the funeral home, and spaces for the printed name and signature of the authorized officer or agent signing on behalf of the funeral home;

(C) your printed name, mailing address, and telephone number, and spaces for the printed name and signature of the authorized officer or agent signing on your behalf; and

(D) the printed name, mailing address, and date of birth of the sole individual designated as contract beneficiary; and

(6) other provisions, party identifications, or certifications legally required for valid execution of the contract.

(j) Inquiries and complaints notice. Your proposed prepaid funeral benefits contract must disclose how a purchaser, potential purchaser or consumer can make consumer inquiries and complaints to the department as required by Finance Code, §11.307(a), and §25.41 of this title (relating to How Do I Provide Information to Consumers on How to File a Consumer Complaint), and to other specified state regulatory agencies with appropriate jurisdiction.

(1) This disclosure must appear exactly as set out in the relevant model contract, including the state seal and the names and contact information for each regulatory agency, without modification, and will vary in context depending on whether the proposed contract is trust-funded or insurance-funded. The model disclosures for both trust-funded and insurance-funded contracts appear in:

Figure: 7 TAC §25.3(j)

(2) If the disclosure does not appear at the bottom of the last page of the contract following the signatures of the parties, it must be placed at the top or bottom of a preceding page and be separated from other contract text by at least 1/2 inches of white space. The disclosure may not be placed on a page by itself.

(k) Additional requirements. A proposed prepaid funeral benefits contract must also contain:

(1) page numbers;

(2) a document title that discloses the contract is for the purpose of prearranging a funeral, such as "Prepaid Funeral Benefits Contract";

(3) a distinguishing form number or name;

(4) your permit number; and

(5) a space for the contract number.

(l) Your proposed non-model contract or waiver form may contain:

(1) additional contract clauses that are fair to consumers in light of the purpose of Finance Code, Chapter 154; and

(2) additional consumer disclosures that you determine:

(A) will assist the purchaser in understanding the transaction; or

(B) are required by other state or federal law for the type of transaction the contract represents.

§25.4.What Are the Plain Language Requirements for a Non-Model Contract or Waiver?

(a) Overview. If you elect to not use a model contract or waiver, you must prepare a non-model prepaid funeral benefits contract or a waiver of cancellation rights, whether in English or Spanish, in plain language designed to be easily understood by the average consumer. Your proposed non-model document must also be printed in an easily readable font and type size. The department is charged with enforcing these requirements by Finance Code, §154.151(d).

(b) Plain language principles for English documents. The department will consider the extent to which you have incorporated plain language principles into the organization, language, and design of a non-model document that you submit for approval. At a minimum, your proposed non-model document should substantially comply with each of the plain language writing principles identified in this subsection.

(1) You must present information in clear, concise sections, paragraphs, and sentences. Whenever possible, you should use the active voice with strong verbs in short, explanatory sentences and bullet lists. Passive voice is not banned but should be used sparingly.

(2) You should use everyday words whenever possible and avoid the use of legal and highly technical business terminology. In those instances where no plain language alternative is apparent, you should explain what the term means when the term is first used. Use of a defined term may improve readability in such instances.

(3) You should group related information together whenever possible to help identify and eliminate repetitious information.

(4) You should use first-person plural (we, us, our/ours) and second-person singular (you, your/yours) pronouns.

(5) You should make complex information more understandable by using an example scenario or a "question and answer" format.

(c) Attributes to avoid. The department will consider the extent to which you avoid the detrimental attributes identified in this subsection. In preparing your proposed non-model document, you should not:

(1) include a term in definitions unless the meaning of the term is unclear from the context and cannot be easily explained in context, or rely on artificially defined terms as the primary means of explaining information;

(2) use superfluous words (words that can be replaced with fewer words that mean the same thing) that detract from understanding;

(3) rely on legalistic or overly complex presentations;

(4) copy complex information directly from legal documents, statutes, or rules without a clear and concise explanation of the material;

(5) unnecessarily repeat information in different sections of the non-model document; or

(6) use multiple negatives.

(d) Typeface (font). Typefaces come in two varieties: serif and sans serif. All serif typefaces have small lines at the beginning or ending strokes of each letter. Sans serif typefaces lack those small connective lines.

(1) The text of your proposed non-model document must be set in a serif typeface. Popular serif typefaces include Times, Scala, Caslon, Century Schoolbook, and Garamond.

(2) A sans serif typeface may be used for titles, headings, subheadings, captions, and illustrative or explanatory tables or sidebars to distinguish between different levels of information or provide emphasis. Popular sans serif typefaces include Scala Sans, Franklin Gothic, Frutiger, Helvetica, Ariel, and Univers.

(e) Type size and line spacing. You must select a type size for your proposed non-model document that is clearly legible. Minimum type size and line spacing are specified in this subsection. If other state or federal law requires a different type size for a specific disclosure or contractual provision, you should set the specific disclosure or contractual provision in the type size specified by other law.

(1) Typeface size is referred to in points (pt). Because different typefaces in the same point size are not of equal size, type size is not strictly defined in this subsection but is expressed as a minimum size in the Times typeface for visual comparative purposes. Use of a larger size typeface is encouraged. Generally, the type size must be at least as large as 10pt in the Times typeface, except the type size must be at least as large as 8-1/2pt in the Times typeface for:

(A) the statement of funeral goods and services selected, as described in §25.3(b) of this title (relating to What Requirements Apply to a Non-Model Contract);

(B) the required signatures and notices, as described in §25.3(i) of this title; and

(C) the consumer inquiries and complaints disclosure, described in §25.3(j) of this title.

(2) You must use line spacing that is at least 120% of the type size. For example, a 10pt type should be set with 12pt leading (two points of additional leading between the lines).

(3) The department may approve a smaller type size or denser line spacing than specified in this subsection in limited circumstances, such as keeping related disclosures grouped together or satisfying a requirement to keep specified text on a single page. However, you must offset smaller type size or denser line spacing by use of other readability enhancements such as a more readable typeface or greater use of white space through wider margins or divisions between sections of the document.

(f) Formatting and design. The department will consider the extent to which your non-model document uses the plain language formatting and design concepts described in this subsection.

(1) You should use left-justified text (text aligned flush on the left, with a loose, or ragged, right edge) in any paragraph or section of your document that has text lines exceeding 70 characters in length. If you seek approval of a document containing any full-justified paragraph or section with text lines exceeding 70 characters in length (text aligned flush on both left and right sides), the full-justified portions of your proposed document should at a minimum use a larger type size than specified in subsection (e) of this section. You should also add other readability enhancements, such as a more readable typeface or greater use of white space, including wider margins and additional leading between lines.

(2) The minimum recommended page size of a proposed non-model contract is 8-1/2 inches by 14 inches and 8-1/2 inches by 11 inches for a proposed non-model waiver. However, the page size should ordinarily not be larger than 8-1/2 inches by 17 inches.

(3) You must use descriptive headings and subheadings that are conceptually similar to or match the headings in the department's model contract.

(4) You may use tabular presentations or bullet lists to simplify disclosure of complex material. You may also use pictures, logos, charts, graphs, or other design elements so long as the design is not misleading and the required information is clear.

(g) Readability statistics. The department will consider the readability statistics generated by your non-model document in the tests described in this subsection.

(1) The department's evaluation of your proposed non-model document will include results of automated readability tests applied to the complete document, without omission of titles or other attributes of the document. These tests are commonly available in word processing software, including Microsoft Word and Corel WordPerfect. Because mechanical readability formulas do not evaluate the substantive content of a document, the department will exercise judgment when considering the readability statistics generated by these tests. However, absent explanatory circumstances or additional justification persuasive to the commissioner, your proposed non-model document will ordinarily not be approved if:

(A) over 21% of the sentences are passive in structure;

(B) the average sentence length exceeds 19 words;

(C) the Flesch reading ease score is less than 47.0; and

(D) the Flesch-Kincaid grade level score is higher than 11.0.

(2) As part of your application for department approval, you must disclose the readability statistics you generated in evaluating the final draft of your proposed document and explain the circumstances and justifications for any scores outside the parameters expressed in this subsection.

§25.5.How Do I Obtain Approval of a Non-Model Contract or Waiver?

(a) Authority. Finance Code, §154.151(a), requires the department to approve a prepaid funeral benefits contract form before you use the form. Finance Code, §154.156(a), requires the department to approve a waiver of cancellation rights form in the same manner. You may use the department's model contracts or model waiver as provided in §25.2(a) of this title (relating to Am I Required to Use the Model Contract and Model Waiver). This section describes:

(1) how to apply to the department for approval of your proposed non-model contract, what information, documents, and fees you must file as part of your application before the department will accept it for filing, and what fees the department may impose, in subsection (b) of this section;

(2) what procedures the department will follow to approve or deny approval of your proposed non-model document and when you may reasonably expect the department to decide, in subsection (c) of this section;

(3) what actions you must take to obtain a second review by the department or a hearing before the commissioner if the department denies approval of your proposed non-model document, in subsection (d) of this section;

(4) how you may request a hearing before the commissioner, how the hearing will be conducted, and what the staff of the department must prove to uphold the disapproval, in subsection (e) of this section; and

(5) when you may no longer use an approved contract form, in subsection (f) of this section.

(b) Application for approval. Your application for approval of your proposed non-model document must be in writing and include all additional information, documents, and fees required by this subsection. You should file your application as far in advance of the date you intend to use your proposed document as possible.

(1) The additional information, documents, and fees that you must file as part of your application include:

(A) both a printed copy of your proposed non-model document and an electronic version of the document, prepared using Microsoft Word or Corel WordPerfect software;

(B) except as provided in §25.2(d) of this title, an English translation if the proposed non-model document is in Spanish and a certification from a translation service acceptable to the department that the filed English version is a true and correct translation of the proposed Spanish non-model document filed for approval;

(C) if your application is for approval of amendments to a previously approved non-model document:

(i) a printed copy of the proposed non-model document that is specifically marked to show all text proposed to be added and all text proposed to be deleted; and

(ii) a written summary of the amendments, both additions and deletions, explaining their purpose;

(D) a certification on a form supplied by the department, signed and acknowledged by you or your authorized agent, that you have reviewed the proposed non-model document that you filed for approval and to the best of your knowledge:

(i) your proposed non-model document complies with all applicable state and federal law, including Finance Code, Chapter 154, and this chapter; and

(ii) if your application is for approval of amendments to a previously approved non-model document, the proposed non-model document is identical to the previously approved document except for text specifically marked as additions and deletions;

(E) unless you notify the department that it already has a copy on file:

(i) a copy of all related contracts and agreements that are part of your prepaid funeral arrangement, such as a separate finance charge agreement; and

(ii) if the proposed non-model document is an insurance-funded contract, a copy of the insurance policy form you intend to use and written evidence from the Texas Department of Insurance that the insurance policy has been approved for use in conjunction with the sale of prepaid funeral benefits; and

(F) payment of a $250 filing fee.

(2) Your application is considered accepted for filing and eligible for consideration if the application is substantially complete with all information, documents, and fees required by paragraph (1) of this subsection. At your request, the department will inform you in writing of the date it considers your application accepted for filing.

(3) If the department's review of a non-model document takes longer than four employee hours, you must pay a review fee of $60 per employee hour in excess of four hours. If you fail to pay review fees on or before the 10th day after you receive a written statement of charges due from the department, the department may exercise its discretion to conclude that you have withdrawn your application.

(c) Review process. This subsection describes when you may reasonably expect the department to approve or deny approval of your proposed non-model document and the procedure the department will follow in making its initial decision.

(1) The time the department's decision is due regarding your proposed non-model document will vary depending upon the date your application is accepted for filing under subsection (b)(2) of this section and on the nature of the document you seek to have approved.

(A) If your proposed non-model document is a new non-model contract under Finance Code, §154.151, as effective September 1, 2001, the department will approve or deny approval on or before:

(i) the 90th day after the date your application is accepted for filing if the date of filing is before March 1, 2003; or

(ii) the 45th day after the date your application is accepted for filing if the date of filing is on or after March 1, 2003.

(B) If your proposed non-model document is a non-model waiver or an amended version of a non-model contract previously approved by the department under this section, the department will approve or deny approval on or before the 30th day after the date your application is accepted for filing, except the department will either approve or deny approval on or before the 10th day after the date your application is accepted for filing if the proposed amendments are limited to changed or added information about you or a funeral home.

(2) The department may extend the date its decision is due under this subsection by up to an additional 30 days if it determines that your application raises issues requiring additional information or additional time for analysis. The department may request additional information from you in writing if the information is reasonably necessary for an informed decision to approve or deny approval of your proposed non-model document. If you receive a written request for additional information, you must file the information or a satisfactory written explanation of when the information can be filed with the department on or before the 30th day after the date you receive the request. If you fail to reply within this time period the department may exercise its discretion to conclude that you have withdrawn your application.

(3) The department will approve your proposed non-model document unless a specific basis exists to deny approval. The department will deny approval if your proposed non-model document fails to comply with the standards of this subchapter that apply. If the department discovers and confirms that use of the proposed non-model document will clearly violate a mandatory requirement of an applicable state or federal law other than Finance Code, Chapter 154, and this chapter, the department will deny approval. However, the department will ordinarily not review a proposed non-model document for compliance with other law, and approval of a non-model document under this section does not mean the department has determined that the non-model document complies with any state and federal law other than Finance Code, Chapter 154, and this chapter.

(4) If the department denies approval of your proposed non-model document, the department will send you a written notice of denial that:

(A) states the specific basis for the denial in writing and cites the specific provisions of law that the document does not satisfy;

(B) informs you that, on or before the 30th day after the date you receive the notice of denial, you must exercise your rights under subsection (d) of this section, to file either a written request for hearing or a revised non-model document for second review, or the denial will become final.

(d) Your rights after initial denial. This subsection describes the further actions you may take to obtain approval of your non-model document if the department initially denies approval under subsection (c) of this section.

(1) If the department denies approval of your proposed non-model document under subsection (c) of this section, you may file a written request for hearing before the commissioner under subsection (e) of this section or seek the department's second review by filing a new version of your proposed non-model document that you have specifically revised to address the reasons for denial.

(2) If you elect to file a new version of your proposed non-model document for second review, the department will consider the revised document to be part of your original application and will not require a new filing fee but may charge additional review fees under subsection (b)(3) of this section. The department will approve or deny approval of your revised non-model document on or before the 10th day following the date of its filing.

(3) If the department denies approval of your revised non-model document, the department will send you a second written notice of denial that:

(A) states the specific basis for the denial in writing and cites the specific provisions of law that the revised non-model document does not satisfy;

(B) if minor changes to the proposed document would result in approval and you have not previously been given the opportunity to make these changes, informs you of the opportunity to obtain approval by submitting your document with the specified changes on or before the 10th day after the date you receive the department's second written notice of denial; and

(C) informs you that you must file a written request for hearing with the department under subsection (e) of this section on or before the 30th day after the date you receive the department's second written notice of denial or the denial will become final.

(e) Commissioner hearing. This subsection describes how you may obtain a hearing before the commissioner and how the hearing will be conducted.

(1) To obtain a hearing before the commissioner, you must file a written request for hearing with the department on or before the 30th day after the date you receive the department's written notice of denial. Your written request for hearing must state with specificity the reasons you allege the department's denial of approval is in error.

(2) The department will forward your request for hearing to the administrative law judge, who shall enter appropriate orders and conduct the hearing on or before the 60th day after the date your request for hearing was received, under Chapter 9 of this title (relating to Rules of Procedure for Contested Case Hearings, Appeals, and Rulemaking) and Government Code, Chapter 2001. Your complete application, the department's notice or notices of denial, and your request for hearing will be made a part of the record.

(3) At the hearing, the staff of the department bears the burden of proof that approval of your proposed non-model document should be denied.

(4) The proposal for decision, exceptions and replies to the proposal for decision, the order of the commissioner, and motions for rehearing are governed by Chapter 9 of this title and Government Code, Chapter 2001.

(f) Withdrawn approval. This subsection describes circumstances under which you may not use a previously approved document.

(1) The department may withdraw its approval of a model or previously approved non-model document for future use if governing law is changed or clarified by statute, rule, or judicial opinion. The department will notify you in writing if you are affected by a withdrawn approval.

(2) You may not use a prepaid funeral benefits contract form that was approved by the department before January 31, 2002 (an obsolete contract), except that you may continue using an obsolete contract if the model addendum developed by the department is included as part of the contracting transaction until the later of:

(A) June 1, 2002;

(B) October 1, 2002, if you filed a proposed non-model contract with the department for approval before June 1, 2002; or

(C) a later date if, before October 1, 2002, you request an extension of time to permit completion of a pending approval proceeding under this section and the commissioner approves your request in writing.

(3) Notwithstanding the provisions of paragraph (2) of this subsection, you may not continue using an obsolete contract after the 30th day following the date the department approves your non-model contract.

§25.6.How and When are Contract Copies Distributed Between the Parties?

(a) At the conclusion of a discussion about funeral arrangements, if someone purchases prepaid funeral goods or services, whether trust-funded or insurance-funded, you must give the purchaser a copy of the contract and all related agreements.

(b) On or before the 30th day after the contract is executed by all parties, you must give a copy of the fully-executed contract to the purchaser, to any third-party provider or administrator that has responsibility for any portion of the contract, and, with respect to an insurance-funded contract, to the insurance company issuing the insurance policy, if the insurance company is a party to the contract.

(c) If a purchaser signs a written waiver of cancellation rights, you must give the purchaser a copy of the executed waiver at the time of execution.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on February 22, 2002.

TRD-200201112

Everette D. Jobe

Certifying Official

Texas Department of Banking

Effective date: March 14, 2002

Proposal publication date: November 2, 2001

For further information, please call: (512) 475-1300


Chapter 29. SALE OF CHECKS ACT

7 TAC §29.21

The Finance Commission of Texas (the commission) adopts new §29.21, concerning the filing of consumer complaints with the Texas Department of Banking (department). New §29.21 is being adopted with nonsubstantive changes to the proposal as published in the November 2, 2001, Texas Register (26 TexReg 8640). The text of new §29.21 will be republished.

Section 29.21 implements the requirements of Finance Code, §11.307, pertaining to the filing of consumer complaints with the department.

New §29.21 specifies the manner in which sale of checks licensees provide consumers with information on how to file complaints with the department. The new section also requires that the information on how to file complaints be included with each privacy notice a sale of checks licensee is required by law to provide to consumers.

The commission received one comment on the proposed section on behalf of the Non-Bank Funds Transmitters Group, composed of Thomas Cook, Inc., Travelers Express Company, Inc./Moneygram Payment Systems, Inc., Western Union Financial Services, Inc., American Express Travel Related Services Company, Inc., Citicorp Services, Inc., Comdata Network Inc., and RIA Financial Services, all licensees under Chapter 152 of the Finance Code, the Sale of Checks Act.

The commenter noted that while the proposed rule in subsection (b)(5)(A) appears to require sale of checks licensees to post the required notice in every area where the licensee conducts business on a face-to-face basis, such business is normally conducted by the agent of a licensee rather than the licensee itself. The commenter also noted that if the proposed rule was read by implication to require the licensee to post the notice where the agent conducts business the proposed rule would be unworkable because licensees do not post material at agent's locations and there is no practical way for a licensee to insure that agents post the required notice.

The commenter included a proposed revision to the requirement to subsection (b)(5)(A) which the commission has generally incorporated into the rule as adopted. This revision clarifies that the required notice must be posted in an area where the licensee or its agent conducts business with consumers on a face-to-face basis, that the licensee is responsible for providing the notice to its agents, and that the licensee is in compliance with this section if it provides the required notice to its agents and requires posting of the notice in its contract with the agent. A licensee that fails to hold an agent accountable for actions or conduct on behalf of the licensee under this section may be subject to enforcement sanctions under Finance Code, Chapter 152, Subchapter F.

The commenter also discussed the potential application of Finance Code, §152.401(b) which prohibits the commission from promulgating rules which "directly apply" to a sale of checks license holders's agent. The commission does not consider the adopted rule to directly apply to agents, but rather the requirements of the rule are firmly placed on the sale of checks license holders.

The commenter also suggested the proposed rule be clarified to reflect that the requirement to include consumer complaint notices with privacy notices applies only to Texas consumers. The commission concurs and has revised subsection (b)(3) accordingly.

Finally, the commission also made a number of clarifying revisions based on internal issues. The commission revised the language of the required notice for providing information to consumers on how to file complaints with the department. The commission added an alternative to compliance with the posting requirement of subsection (b)(5)(A). Instead of posting the required notice, the required notice may be included on the sale of checks instruments or receipts. The commission also provided that the notice required to be included with each privacy notice under subsection (b)(3), and required to be accessible on a website offering sale of checks services under subsection (b)(5)(B), be in substantially the same language and form as the required notice set out in subsection (b)(1).

Section 29.21 is adopted under the authority of Finance Code, §11.307, which requires the commission to adopt rules specifying the manner in which sale of checks licensees provide consumers with information on how to file complaints with the department. The commission concluded that the changes made to the proposal are nonsubstantive because no person's rights are adversely affected by the changes in the adopted rule as compared to the proposal.

§29.21.How Do I Provide Information to Consumers on How to File a Complaint?

(a) Definitions

(1) "Consumer" means an individual who obtains or has obtained a product or service from you that is to be used primarily for personal, family, or household purposes.

(2) "Privacy notice" means any notice which you give regarding a consumer's right to privacy as required by a specific state or federal law.

(3) "Required notice" means a notice in a form set forth or provided for in subsection (b)(1) of this section.

(4) "You" means a sale of checks licensee that is licensed by the Texas Department of Banking under the Finance Code.

(b) How do I provide notice of how to file complaints?

(1) You must use the following notice in order to let your consumers know how to file complaints: Complaints concerning sale of checks activities should be directed to: Texas Department of Banking 2601 North Lamar Boulevard, Austin, Texas 78705 1-877/276-5554 (toll free) www.banking.state.tx.us

(2) You must provide the required notice in the language in which a transaction is conducted.

(3) You must include the required notice with each privacy notice that you send to consumers in this state. The language and form of the notice must substantially conform to the required notice set out in paragraph (1) of this subsection.

(4) Regardless of whether you are required by any state or federal law to give privacy notices, you must take appropriate steps to let your consumers know how to file complaints by giving them the required notice in compliance with paragraph (1) of this subsection.

(5) You must use the following measures to give the required notice:

(A) In each area where you or your agent conduct business on a face-to-face basis under Chapter 152 of the Finance Code, the required notice must be conspicuously posted. If such business is conducted by an agent, the licensee must provide to the agent a notice which complies with this section for posting at each such area. A license holder is considered in compliance with this section if it provides to each of its agents in this state the required notice and requires posting of the notice in its contract with the agent. A licensee that fails to hold an agent accountable for actions or conduct on behalf of the licensee under this section may be subject to enforcement sanctions under Finance Code, Chapter 152, Subchapter F. A notice is conspicuously posted if a consumer with 20/20 vision can read it from the place where he or she would typically conduct business or if it is included on a bulletin board, in plain view, on which all required notices to the general public (such as equal housing posters, licenses, Community Reinvestment Act notices, etc.) are posted.

(B) As an alternative to subparagraph (A) of this paragraph you may include the required notice on all sale of checks instruments or receipts.

(C) This section applies equally to business conducted electronically. For example, those portions of your or your agents website that offer to consumers sale of checks services must contain access to the required notice. A license holder is considered in compliance with this section if it provides to each of its agents in this state the required notice and requires posting of the notice on an agent's website in its contract with the agent. The language and form of the notice must substantially conform to the required notice set out in paragraph (1) of this subsection.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on February 22, 2002.

TRD-200201117

Everette D. Jobe

Certifying Official

Texas Department of Banking

Effective date: March 14, 2002

Proposal publication date: November 2, 2001

For further information, please call: (512) 475-1300


Part 5. OFFICE OF CONSUMER CREDIT COMMISSIONER

Chapter 85. RULES OF OPERATION FOR PAWNSHOPS

Subchapter B. PAWNSHOP LICENSE

7 TAC §85.211

The Finance Commission of Texas adopts amendments to 7 TAC §85.211, concerning pawnshop assessments. The new amendments are adopted with changes to the proposal as published in the November 2, 2001, issue of the Texas Register , (26 TexReg 8655).

The purpose of the amendments are to harmonize the administrative pawnshop operational rules with the amendment made by the 77th Legislature to the Texas Pawnshop Act in Senate Bill 317. In the legislation, an authorization to employ a volume based assessment methodology for fee collection was placed in the pawnshop statute. The agency has used an activity based costing formula that charges annually for license renewals and for examinations which occur on average every 12 to 16 months. The formula contemplated in the rule would replace the two fees with a single fee containing a fixed portion necessary to recoup the administrative costs associated with regulating an active pawnshop licensee and a variable portion based upon the licensee's volume level. The agency through its experience has determined a direct relationship between a pawnshop's volume and its level of compliance risk. All operating pawnshops possess at minimum levels a fairly equivalent level of compliance risk. The formula contemplated in the rule provides the agency with the required revenue level to recoup the cost of agency direct and indirect cost associated with the administration of the Texas Pawnshop Act. The rule includes a minimum assessment level ($430) for active licensees that directly corresponds to the cost of supervision and a maximum assessment level ($1,000) that includes the estimated maximum supervision cost. The agency anticipates using the previous activity based cost methodology until pawnshop renewals occur in June 2002. During the renewal process June 2002 the agency anticipates using the new assessment funding formula.

The agency received written comments from: Morgan Jones, American Pawn; Connie Kondik, EZCorp; Mac McCommas, Texas Association of Pawnbrokers; Larry Nuckols, Pawn Management, Inc.; and Hugh Simpson, Cash America.

The commenters generally either objected to the proposed rule and urged support for maintaining the current fee structure or offered alternative assessment formulas. One commenter suggests that the assessment formula should be entirely volume based, while several of the other commenters suggest that the assessment formula be a standardized single fee per pawnshop that would recover the costs of supervising all pawnshops. Several of the commenters object to the use of volume as a factor and argue that volume does not contribute to a pawnshop's level of compliance. The agency has found, though, that while volume is not a sole indicator of risk it does have a direct relationship to the level of compliance. Most notably, when the agency discovers a violation during a pawnshop examination, it is often systemic and repeated many times until being discovered and corrected. These violations may either be errors in computer calculation programs, improper procedures in company policies, or errors associated with employee turnover or inadequate training. The larger the volume of a pawnshop, the greater the impact of a single systemic violation. Additionally a high volume pawnshop is generally an indicator of other risk factors such as employee turnover or the ability of management to review individual transactions. In some instances a company with multiple locations may have a very high level of compliance and a good internal control system to prevent errors. A company such as this may presently have a fairly low cost associated with the time of examination as at least one commenter noted. An assessment based methodology necessarily bases costs on risk factors and size groupings. While some industry members will actually pay less, some may actually pay more. The average projected assessment per operating pawnshop is $455. The current regulatory cost per pawnshop is an annual license fee of $125 and a direct examination cost (every 12-16 months) that averages $449.

One commenter suggests that the proposed assessment has a disproportionate impact on small business. The agency disagrees and believes that the impact is proportional between large businesses and small businesses. Each pawnshop, no matter what its size, has a minimum level of cost associated with regulation. Although an incremental basis, such as representing the cost on per volume sales basis, reflects higher costs per smaller locations, it is paramount that fee structures be established that distribute costs fairly among the regulated industry and ensuring that each business at a minimum absorbs its costs of regulation. This methodology is consistent with other regulated entities, including other entities regulated under the Finance Commission's authority. To further analyze the impact on small business, the agency performed a more comprehensive analysis of the smallest quartile of the population of active pawnshops. This analysis focused on 278 pawnshops. The average assessment for these pawnshops under the rule will equal $434.49. Due to the comments received that the smallest pawnshops were unfairly burdened with excessive costs of regulations, the agency analyzed the historical cost level of these 278 pawnshops. Depending on how long the pawnshop had been in business and the years of available examination cost data, the agency determined the historical examination and licensing cost level for each pawnshop for 1 - 5 years. These costs were then compared to the proposed assessment level for the same period of time for the respective pawnshop. Aggregating and averaging the difference in historical cost and the proposed methodology for all 278 pawnshops in the smallest quartile results in an average annual decrease in cost of $1.81 per pawnshop. The agency believes that the rule does not unfairly burden the smaller pawnshops, since the analysis reveals that the costs for these pawnshops remain virtually the same. In establishing the methodology, the agency attempted to provide a formula that recovered the minimum costs of regulation for each pawnshop. Beyond that level the methodology bases the remaining costs of regulation upon risk through the volume assessment. The agency has determined that the minimum indirect fixed costs associated with supervision of a pawnshop licensee is $405 per year. The amount represents the proportionate costs associated with regulating the pawnshop industry for annual licensing renewals, examination review and supervision, examiner travel, enforcement, complaint resolution, and consumer education. An analysis of the direct examiner time, annualized for the frequency of examination scheduling, results in a direct cost of $25 per year.

The agency believes that the most appropriate assessment methodology based upon the analysis and after considering the comments is a fee with a fixed portion of $430 and a variable portion of $.05 per $1,000 loaned. The minimum fee will be $430 and the maximum fee will be $1,000 per pawnshop, although the agency does not currently have any licensees who will reach the maximum threshold.

The amendments are adopted under the Texas Finance Code § 371.006, which authorizes the Finance Commission to adopt rules to enforce the Texas Pawnshop Act.

These rules affect Chapter 371, Texas Finance Code.

§85.211.Fees.

(a) New licenses. A $500 investigation fee is assessed each time an application for a new license is filed and is non- refundable. In addition, the applicant is initially required to pay an annual license fee of $100 that is not prorated but is refundable if the license application is denied.

(b) Subsequent licenses. A $250 investigation fee is assessed each time an application for a new license of an existing licensee is filed or if the application involves substantially identical principals and owners of a licensed pawnshop and is non-refundable. In addition, the applicant is initially required to pay an annual license fee of $100 that is not prorated but is refundable if the license application is denied.

(c) License transfers. An investigation fee of $500 for the first license transfer and $250 on each additional license transfer sought simultaneously is required and is non-refundable. If the application involves substantially identical principals and owners of a licensed pawnshop, then the fee is $250 for the first license transfer.

(d) Fingerprint checks. The fee to investigate each applicant's fingerprint record is $40 per set and is non- refundable. This fee must be paid for each set of fingerprints filed with applications for new licenses or license transfers.

(e) Annual Renewal and Examination Assessment.

(1) An annual renewal fee is required for each licensed pawnshop of:

(A) A fixed fee of $430; and

(B) A volume fee of $0.05 per each $1,000 loaned as calculated from the most recent annual examination report as described in §85.502 of this title (relating to annual examination report).

(2) The minimum annual assessment for each active license shall be no less than $430.

(3) The maximum annual assessment for each active license shall be no more than $1,000.

(4) The minimum annual assessment for each inactive license shall be no less than $125.

(5) A pawnshop license shall expire on June 30 unless the assessment has been paid.

(6) Upon approval of a new pawnshop license pursuant to 7 TAC 85.206, the first year's operational assessment fee shall be $430.

(f) License amendment. A fee of $25 must be paid each time a licensee seeks to amend a license by rendering a license inactive, activating an inactive license, changing the assumed name of the licensee, or relocating an office. An activation or relocation in a county with a population of 250,000 or more shall require a $250 investigation fee and other fees as may be required of a new license applicant.

(g) License duplicate. The fee for a license duplicate is $10.

(h) Each applicant for a new or relocated license shall pay $1.00 to the commissioner for each notice of application that is required to be mailed.

(i) Costs of hearing. The commissioner or administrative law judge may assess the costs of an administrative appeal hearing afforded under 7 TAC §85.206(g), including the cost of the administrative law judge, the court reporter, and agency staff representing the agency at a hearing. If it is determined that a protest is frivolous or without basis, then the cost associated with the hearing may be assessed solely to the protesting party.

(j) Excess payment of fees. Any excess payment of fees received by the commissioner may be held to offset anticipated fees that may be owed by the licensee or applicant.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on February 22, 2002.

TRD-200201128

Leslie L. Pettijohn

Commissioner

Office of Consumer Credit Commissioner

Effective date: March 14, 2002

Proposal publication date: November 2, 2001

For further information, please call: (512) 936-7610