§ 27-15-2-3 — Adoption of simple plan of conversion

(a) The board of directors of the converting
mutual may adopt a simple plan of conversion under this section. The
simple plan of conversion must include the following:
(1) The distribution to the eligible members, upon the
extinguishing of their membership interests, of all of the initial
issue of the voting common stock of the former mutual or any
parent company. The initial issue of the voting common stock
may include only one (1) class of stock, and may not include more
than one (1) series of stock.
(2) Describe the manner in which the proposed conversion will
occur and the insurance and any other companies that will result
from or be directly affected by the conversion, including the
former mutual and any parent company.
(3) Provide that the membership interests in the converting
mutual will be extinguished as of the effective date of the
conversion.
(4) Provide for the registration of that distribution of stock under
section 5 of the federal Securities Act of 1933 (15 U.S.C. 77e).
(5) Specify each separate class, category, or group of eligible
members, and describe and explain any differences in the amount
of stock to be distributed to or among the eligible members of
each separate class, category, or group of eligible members.
(6) Require and describe the method or formula for the fair and
equitable allocation of the stock among the eligible members.
(7) Provide for the determination and preservation of the
reasonable dividend expectations of eligible members and other
policyholders with policies that provide for the distribution of
policy dividends, through the establishment of a closed block or
other method acceptable to the commissioner.
(b) The plan may include other provisions:
(1) that the converting mutual determines to be necessary; and
(2) consistent with this title.

Legislative History

As added by P.L.94-1999, SEC.3. Amended by P.L.124-2018, SEC.104.