(a) A domestic stock insurer shall not acquire a controlling interest in the shares of another stock insurer by an exchange of securities or partly in exchange for securities and partly for cash or property, unless the insurer first submits the plan for the acquisition and exchange to the commissioner and the commissioner approves the plan. (b) The commissioner shall not approve a plan of acquisition and exchange unless: (i) He finds the plan is fair and equitable to all parties concerned; (ii) He holds a hearing to which all persons to whom it is proposed to issue securities in the exchange have the right to appear; (iii) Notice is provided and the hearing conducted as provided in chapter 2 of this code.
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