The definitions in this section apply to the following terms when used in this article. (a) âAdoption dateâ means the date the board of directors adopts the plan of conversion. (b) âConverted companyâ means the converted insurer or converted mutual holding company, as the case may be. (c) âConverted insurerâ means the incorporated stock insurer into which a medical malpractice mutual insurer has been converted or merged or redomiciled in accordance with the provisions of this article. (d) âConverted mutual holding companyâ means the stock corporation into which a mutual holding company has been converted in accordance with this article. (e) âConverting mutual companyâ means, for a plan of conversion under this article, the medical malpractice mutual insurer or mutual holding company that is converting under the plan. (f) âDemutualizationâ means the conversion of a medical malpractice mutual insurer into a stock insurer without the establishment of a mutual holding company or the conversion of a mutual holding company into a stock corporation. (g) âEffective dateâ means, for the conversion of a medical malpractice mutual insurer, the date upon which the conversion of the mutual insurer is effective, as specified in the commissionerâs amendment to the mutual insurerâs certificate of authority issued in accordance with Section 4097.11, as a result of conversion proceedings under this article. For the conversion of a medical malpractice mutual holding company, âeffective dateâ means the date upon which the conversion of a mutual holding company is effective, as specified in the amended articles of incorporation of the mutual holding company filed with the Secretary of State in accordance with Section 4097.11, as a result of conversion proceedings under this article. (h) âEligible membersâ means, for the conversion of a mutual insurer, members of the mutual insurer who are of record, fully paid-up and otherwise in good standing on the mutual insurerâs adoption date and on its effective date, but shall not include those persons covered solely under a reporting endorsement to a claims made policy on either date. For the conversion of a mutual holding company, âeligible membersâ means the members of the mutual holding company who are of record, fully paid-up with respect to policies in effect issued by the converted insurer and are otherwise in good standing on the mutual holding companyâs adoption date and on its effective date. (i) âMedical malpractice mutual insurerâ means a mutual insurer organized under this chapter that writes predominantly medical malpractice insurance, as that class of insurance is defined in subdivision (d) of Section 108. A mutual insurer shall be considered to write predominantly medical malpractice insurance if, for each of the most recent five calender years, its direct written premiums for medical malpractice insurance, as reported in the annual statement filed with the commissioner pursuant to Section 900, is not less than 50 percent of its aggregate direct premiums for all classes of insurance. (j) âMemberâ means a person who, by the records of the mutual company and by its articles of incorporation or bylaws, is deemed to be a holder of a membership interest in the mutual company. On and after the effective date of a plan of conversion that creates a mutual holding company, the term âmemberâ means a member of a mutual holding company, as provided in Section 4097.12. (k) âMembership interestsâ means the interests of members arising under this code and the articles of incorporation and bylaws of the mutual company or otherwise by law. Membership interests include the right to vote for directors of the mutual company and the right to vote on any plan of merger, consolidation, reinsurance, or transfer of assets and liabilities of the mutual company. ( l ) âMutual companyâ means, in the case of a plan of conversion, the medical malpractice
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