Wisconsin Code § 612.21

Merger of town mutuals
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(1) CONDITIONS FOR
MERGER. Two or more town mutuals authorized to operate in all
or part of the same or in contiguous territories not exceeding 16
counties altogether may merge into one of the constituent town
mutuals, or into a new town mutual, under the procedure provided in this section.
(2) PLAN OF MERGER. The board of each participating town
mutual shall adopt the same plan of merger by resolution stating:
(a) The reasons for and the purposes of the proposed action;
(b) The proposed terms, conditions and procedures for and estimated expenses of implementing the merger;
(c) The proposed name of the surviving or new town mutual
and the location of its principal office; and
(d) The proposed articles and bylaws for the surviving or new
town mutual.
(3) APPROVAL BY COMMISSIONER. Each of the participating
town mutuals shall file with the commissioner for approval a
copy of the resolution and any explanatory statement proposed to
be issued to the members, together with so much of the information under s. 612.02 (4) for the surviving or new town mutual as
the commissioner reasonably requires. The commissioner shall
approve the plan unless he or she finds, after a hearing, that it
would be contrary to the law, or that the surviving or new town
mutual would not satisfy the requirements for a certificate of authority under s. 612.02 (6), or that the plan would be contrary to
the interests of insureds or of the public.
(4) APPROVAL BY MEMBERS. After being approved by the
commissioner under sub. (3), the plan shall be submitted for approval to the members of each participating town mutual in a special joint meeting to be held within the territorial limits of one of
the participating town mutuals. The members of each town mutual shall vote separately.
(6) REPORTS TO COMMISSIONER. Each participating town
mutual shall file with the commissioner a copy of the resolution
adopted under sub. (4), stating the number of members entitled to
vote, the number of members voting and the number of votes cast

in favor of the plan, stating separately in each case the mail votes
and the votes cast in person.
(7) CERTIFICATE OF AUTHORITY. If the requirements of the
law are met, the commissioner shall issue a certificate of authority to the surviving town mutual. Thereupon the nonsurviving
town mutuals shall cease their legal existence. The surviving
town mutual shall have all the assets and be liable for all of the
obligations of each of the participating town mutuals.

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