ORGANIZATION AND CORPORATE PROCEDURES OF STOCK AND MUTUAL INSURERS
41-2857. Mergers and consolidations of mutual insurers. (1) Except as set forth in section 41-3824, Idaho Code, a domestic mutual insurer shall not merge or consolidate with a stock insurer.
(2) A domestic mutual insurer may merge or consolidate with another mutual insurer under the applicable procedures prescribed by the statutes of this state applying to corporations formed for profit, except as hereinbelow provided.
(3) The plan and agreement for merger or consolidation shall be submitted to and approved by at least two-thirds (2/3) of the members of each mutual insurer voting thereon at meetings called for the purpose pursuant to such reasonable notice and procedure as has been approved by the director. If a life insurer, right to vote may be limited to members whose policies are other than term and group policies and have been in effect for more than one (1) year.
(4) No such merger or consolidation shall be effectuated unless in advance thereof the plan and agreement therefor have been filed with the director and approved by him in writing after a hearing thereon. The director shall give such approval within a reasonable time after such filing unless he finds such plan or agreement:
(a) Inequitable to the policyholders of any domestic insurer involved; or
(b) Would substantially reduce the security of and service to be rendered to policyholders of the domestic insurer in this state and elsewhere; or
(c) Is subject to other material and reasonable objections.
(5) If the director does not approve such plan or agreement, he shall so notify the insurers in writing specifying his reasons therefor.
(6) No director, officer, agent or employee of any insurer party to such merger or consolidation, nor any other person, shall receive any fee, commission or other valuable consideration whatsoever for in any manner aiding, promoting, or assisting therein except as set forth in the plan and agreement approved by the director.
[41-2857, added 1961, ch. 330, sec. 625, p. 645; am. 1998, ch. 303, sec. 2, p. 1001; am. 2013, ch. 266, sec. 11, p. 687.]