ARTICLE 1. Authority and Requirements to Convert
Article 1 added by Stats. 1983, Ch. 988, Sec. 1.
§§ 11535–11549 · 23 sections
- § 11535 (a) A domestic incorporated mutual life insurer, or life and disability insurer, issuing nonassessable policies on a reserve basis may be converted into an…
- § 11535.1 The definitions in this section apply to the following terms when used in this chapter. (a) “Adoption date” means the date the board of directors adopts the…
- § 11536 The plan of conversion shall include appropriate proceedings for amending the mutual company’s articles of incorporation to give effect to the conversion from…
- § 11537 For the conversion of a mutual property-casualty insurer, the plan for conversion shall include the following: (a) A fair and reasonable formula, approved by…
- § 11537.1 For the conversion of a mutual life insurer, the plan of conversion shall provide for either a mutual holding company in compliance with Section 11537.2 or for…
- § 11537.2 A plan of conversion adopted by a mutual life insurer for the establishment of a mutual holding company shall provide that the mutual life insurer will become…
- § 11537.3 A plan of conversion adopted by a converting mutual life company shall include the following: (a) (1) The plan provides that each member’s membership interests…
- § 11538 (a) The commissioner shall examine the plan submitted pursuant to subdivision (b) of Section 11536. As a part of the examination the commissioner may order a…
- § 11539 The meeting of members prescribed by subdivision (c) of Section 11536 shall be called by the board of directors, the chairperson of the board, or the president…
- § 11540 (a) Nothing in this chapter shall be deemed to prohibit the inclusion in the plan of conversion of provisions under which the insurer’s officers, directors,…
- § 11541 No director, officer, agent, or employee of the mutual company shall receive any fee, commission, or other valuable consideration whatsoever, other than…
- § 11541.1 At any time before that plan of conversion becomes effective as provided in Section 11542, the mutual company may, by resolution of a majority of the board of…
- § 11542 (a) Upon consent by the commissioner to the plan of conversion of a mutual insurer and filing of the plan of conversion in accordance with the provisions of…
- § 11542.1 (a) Upon the effective date of a plan of conversion in accordance with Section 11537.2, the mutual life insurer immediately becomes a stock corporation, the…
- § 11542.2 (a) Prior to, and for a period of five years following, the effective date of the plan of conversion, no person or group of persons acting in concert shall…
- § 11543 Unless otherwise provided in the plan of conversion, the directors and officers of the mutual company shall serve as directors and officers of the converted…
- § 11543.1 (a) Notwithstanding any other provision of law and except as otherwise provided in subdivision (b), actions concerning any plan of conversion, proposed plan of…
- § 11544 The offer or sale of securities issued pursuant to the plan of conversion developed and approved in accordance with the provisions of this chapter, shall be…
- § 11545 The commissioner shall have the authority from time to time, to make, amend and rescind such rules and regulations as may be necessary to carry out the…
- § 11546 Upon completion of the act of conversion and issuance of the certificate of authority under Section 11542, the Secretary of State shall accept for filing a…
- § 11547 (a) The amended articles of incorporation of a converted company that have been adopted pursuant to a plan of conversion and filed with the Secretary of State…
- § 11548 If the name of a mutual life insurer converting to a stock insurer pursuant to this chapter includes the word mutual, the new stock insurer may continue to use…
- § 11549 (a) Pursuant to this section, a mutual holding company may merge into a foreign mutual holding company that is domiciled in a state to which the converted…