§ 7302. Conversion of stock life insurance companies into mutual\ncompanies. (a) A domestic stock life insurance company may become a\nmutual life insurance company, whether or not its policyholders have\nbecome entitled to vote for directors pursuant to section four thousand\ntwo hundred twelve of this chapter or the former insurance law, and to\nthat end may formulate and carry out a plan for the acquisition of its\noutstanding shares, as follows:\n (1) Such plan shall have been adopted by a vote of a majority of the\ndirectors of the company.\n (2) Such plan shall have been approved by a vote of shareholders\nrepresenting a majority of the outstanding shares at a meeting called\nfor that purpose.\n (3) Such plan shall have been approved by the vote of a majority of\nthe policyholders eligible to vote who vote at a meeting called for that\npurpose. Any policyholder who holds life insurance in such company in an\namount at least equal to one thousand dollars or an equivalent thereto\nas hereinafter provided and whose insurance is then in force and has\nbeen in force for at least one year prior to such shareholders' meeting,\nshall be eligible to vote thereat, either in person or by proxy or by\nmail. The aforementioned reference to life insurance in an amount at\nleast equal to one thousand dollars shall be deemed to include, as\nequivalent thereto, an annuity contract which at normal date of maturity\nrequires the payment of one hundred dollars or more annually, a pure\nendowment contract for the principal sum of one thousand dollars or\nmore, and a policy of accident or health insurance requiring the payment\nof a premium of not less than twenty-five dollars annually. In the case\nof every policy or contract of group insurance or group annuity\ncontract, issued by such company, the employer, or other person, firm,\ncorporation or association to whom or in whose name the master policy\nshall have been issued and held, shall be deemed one policyholder within\nthe meaning of this paragraph. Notice of such meeting shall be given by\nmailing such notice from the home office of such company at least thirty\ndays prior to such meeting, in a sealed envelope, postage prepaid,\naddressed to each policyholder at his last known post office address.\nSuch meeting shall be conducted in such manner as may be provided for in\nsuch plan, with the approval of the superintendent. The superintendent\nshall supervise and direct the methods and procedure of such meeting\nand, to conduct the voting, shall appoint an adequate number of\ninspectors who shall have power to determine all questions concerning\nthe validity and verification of the ballots, the qualifications of the\nvoters and the canvass of the vote. Such inspectors, or any one thereof\ndesignated by the superintendent, shall certify to the superintendent\nand to such company the result of such vote, under such rules as shall\nbe prescribed by the superintendent. All necessary expenses incurred by\nthe superintendent or incurred with his approval by the inspectors\nappointed by him shall be paid by such company upon the certificate of\nthe superintendent.\n (4) Such plan may specify the purchase price to be paid by such\ncompany for its shares, and in such case the price so specified shall be\nadhered to. If such plan does not specify the price to be paid for such\nshares, the company shall first obtain the approval of the\nsuperintendent for every payment made for the acquisition of any shares.\n (5) The plan shall name three trustees authorized to receive shares of\nthe company and hold them in trust for all policyholders until the\nconversion process has been completed. The plan shall provide a method\nfor filling vacancies among the trustees.\n (6) The plan shall have been submitted to the superintendent and\napproved as conforming to the requirements of this chapter and as not\nprejudicial to the policyholders of the company or to the insuring\npublic. Before approving a
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