Title 33, Chapter 14, Section 75
( 33-14-75)
(a) Upon complying with the applicable procedures prescribed by the
statutes of this state applying to corporations formed for profit
except as provided in subsection (c) of this Code section, any
domestic mutual insurer is authorized to merge or consolidate with
any domestic company or with any foreign or alien company if such
merger or consolidation is authorized by the laws of the state or
country under which such foreign or alien company is incorporated or
organized. (b) The plan and agreement for merger or consolidation shall be
submitted to and approved by at least two-thirds of the members of
each mutual insurer involved voting on the merger or consolidation
in person or by proxy at meetings called for the purpose pursuant to
ten days' notice and such procedure as has been approved by the
Commissioner. If a life insurer, right to vote may be limited to
members whose policies are other than term or group policies and
have been in effect for more than one year as the bylaws may
provide. (c) No merger or consolidation shall be effectuated unless in
advance thereof the plan and agreement therefor have been filed with
the Commissioner and approved by him in writing. The Commissioner
shall give his approval within 60 days after the filing unless he
finds such plan or agreement: (1) Is inequitable to the policyholders or any domestic insurer
involved; or (2) Would substantially reduce the security of and service to be
rendered to policyholders of the domestic insurer in this state
and elsewhere. (d) If the Commissioner does not approve the plan or agreement he
shall so notify the insurers in writing specifying his reasons for
disapproving the merger or consolidation. |