Merger or consolidation of stock insurers.
1. Subject to subsections 2 and 3, a domestic stock insurer may merge or consolidate with one or more domestic or foreign stock insurers, by complying with the applicable provisions of the statutes of this state governing the merger or consolidation of stock corporations formed for profit. A domestic stock insurer shall not merge or consolidate with any corporation not formed for the purpose of transacting insurance as an insurer.
2. No such merger or consolidation shall be effectuated unless in advance thereof the plan and agreement therefor have been filed with the Commissioner and approved in writing by him after a hearing thereon after notice to the stockholders of each insurer involved. The Commissioner shall give such approval within a reasonable time after such filing unless he finds such plan or agreement:
(a) Is contrary to law;
(b) Unfair or inequitable to the stockholders of any insurer involved;
(c) Would substantially reduce the security of and service to be rendered to policyholders of the domestic insurer in this state or elsewhere;
(d) Would materially tend to lessen competition in the insurance business in this state or elsewhere as to the kinds of insurance involved, or would materially tend to create a monopoly as to such business; or
(e) Is subject to other material and reasonable objections.
3. No director, officer, agent or employee of any insurer party to such merger or consolidation shall receive any fee, commission, special compensation or other valuable consideration whatsoever for in any manner aiding, promoting or assisting therein except as set forth in such plan or agreement.
4. If the Commissioner does not approve any such plan or agreement, he shall so notify the insurer in writing specifying his reasons therefor.
Last modified: February 27, 2006