SECTIONS 1080-1091 - California Statutes

INSURANCE CODE

SECTION 1080-1091

1080. Any domestic incorporated mutual life insurer or disability
insurer or life and disability insurer issuing nonassessable policies
on a reserve basis may merge, consolidate or otherwise unite with or
become a part of, or may reinsure all of its policies with, and,
upon the assumption of all of its liabilities, may transfer its
assets to, any incorporated mutual insurer admitted to transact the
business of life, disability or life and disability insurance in this
State. The plan and agreement by which any such transaction is to be
effected shall be submitted to the commissioner who shall examine
the same and may require such provisions to be inserted in the
agreement and such actions to be taken in connection with the
transaction as he may deem necessary in order that the transaction
shall be mutually fair and equitable between the respective members
and policyholders of the companies parties to the transaction.
When any such plan and agreement shall have been approved by the
commissioner the same shall be approved in the case of each domestic
insurer party to the merger or consolidation or the reinsuring of its
policies and transferring of its assets by two-thirds of the votes
cast by the members thereof represented in person or by proxy at a
meeting called to consider the same. Notice of said meeting and its
purpose shall be given by mail at least 30 days before the day fixed
for the meeting to members whose insurance shall have been in force
for at least one year prior to such meeting, at their addresses
appearing on the books maintained at the home office of the company.
With respect to those members whose addresses do not appear on such
books of the company notice shall be deemed to have been given if
published at least once in some newspaper of general circulation in
the county in which the principal office of the company is located.
At such meeting the presence in person or by proxy of 5 percent of
such members of such insurer shall constitute a quorum. In the
absence of a quorum the members present at the meeting in person or
by proxy may adjourn the meeting to a later date. No further notice
need be given of the date to which the meeting is adjourned. If the
vote is in the affirmative a certified copy of all proceedings
relating to the proposed transaction shall be filed with the
commissioner. If one of the insurance companies is a foreign company
there shall be filed with the commissioner evidence of such approval,
consent or other authorization as may be required by the laws of the
state of incorporation of said foreign insurance company evidencing
the power of the foreign insurance company to assume and carry out
the agreement by which such transaction is effected. If the
commissioner finds that the proceedings have been in accordance with
the law and his requirements he shall approve the agreement which
shall thereupon become effective.

1090. An insurer which is insolvent, retiring from business in this
state other than by merger or consolidation into an admitted insurer
with the commissioner's prior written consent, or the required
paid-in capital of which is impaired, shall not reinsure its business
until its plan to effect such reinsurance is first submitted to the
commissioner and approved by him.

1091. The retiring insurer shall pay to the commissioner a fee of
seven hundred fifty dollars ($750) for filing the documents
initiating approval proceedings under this article. If the plan be
approved and consummated the retiring insurer shall apply for
withdrawal under Article 15 of this chapter and such fee shall also
cover the services and expenses of the commissioner in connection
with the withdrawal.