§ 27-1-12-23 — Procedure for converting domestic stock life insurance company into mutual life insurance company

Indiana § 27-1-12-23

• Jurisdiction: Indiana
• Title 27: INSURANCE
• Art. 1: DEPARTMENT OF INSURANCE
• Ch. 12: Life Insurance Company Powers and Policy

Text

Any domestic stock life insurance company
may become a mutual life insurance company and to that end may carry
out a plan for the acquisition of shares of its capital stock by amending
its articles of incorporation and complying with the following
requirements:
(a) Such plan shall be approved by a two-thirds (2/3) vote of the
policyholders, present and voting at a meeting called for that purpose.
For the purpose of this section a quorum shall consist of at least ten per
cent (10%) of the policyholders of such company. Each policyholder
whose insurance shall have been in force for at least one (1) year prior
to such meeting shall have one (1) vote, regardless of the number of
policies or amount of insurance he may have with such company.
Notice of such meeting shall be given by mailing from the principal
office of such company at least thirty (30) days prior to the date set for
such meeting in a sealed envelope, postage prepaid, addressed to such
policyholders at their last known post-office addresses. Voting shall be
by ballot, in person or by proxy, or by mail under the direction of
inspectors appointed by the commissioner and in accordance with such
other regulations as he may prescribe. Such inspectors shall have the
power to determine all questions concerning the verification of the
ballots, the ascertainment of the validity thereof, the qualifications of
the voters, and to canvass the vote. They shall certify to the
commissioner and to the company the result of such election. All
necessary expenses incurred by the commissioner or by the inspectors
appointed by him shall be certified by him to and paid by the company.
(b) Such plan shall be submitted to and approved by the
commissioner. The commissioner shall not approve said plan unless in
his opinion the rights and interests of all policyholders are preserved.
In carrying out said plan a company may acquire any shares of its own
stock by gift, bequest or purchase. Any shares thus acquired shall be
held in trust for the policyholders of the company as hereinafter
provided and shall be assigned and transferred on the books of the
company to three (3) trustees who shall hold in trust and shall vote
them at all company meetings until all the capital stock of such
company is acquired, when the entire capital stock shall be cancelled,
and thereupon, the company shall be and become a mutual life
insurance company without capital stock. Such trustees shall be
appointed and vacancies shall be filled as provided in the plan adopted
under the provisions of this section. Such trustees shall file with the
company a verified acceptance of their appointments and declarations
that they will faithfully discharge their duties as such trustees. All
dividends and other sums acquired, after paying the necessary expenses
of executing said trust, shall be immediately repaid to said company for
the benefit of all who are or may become policyholders of said
company and entitled to participate in the profits thereof, and shall be
added to and become a part of the surplus earned by said company and
be apportionable accordingly as a part of said surplus among said
policyholders.
Formerly: Acts 1935, c.162, s.162.