PARRIS N. GLENDENING, Governor

Ch. 36

(2) THE SUCCESSOR MUTUAL INSURER MAY CONTINUE THE
CORPORATE EXISTENCE OF ONE OR MORE OF THE DOMESTIC PARTIES TO THE
CONSOLIDATION OR MERGER.

(B) PROCEDURE FOR FORMATION OF DOMESTIC INSURER.

(1)      MUTUAL INSURERS CONSOLIDATING OR MERGING TO FORM A
DOMESTIC MUTUAL INSURER UNDER THIS SECTION SHALL ENTER INTO A WRITTEN
AGREEMENT THAT:

(I)       PRESCRIBES THE TERMS AND CONDITIONS OF THE
CONSOLIDATION OR MERGER;

(II)     STATES THE NAME OF THE SUCCESSOR MUTUAL INSURER;
AND

(III)    INCLUDES THE SUCCESSOR MUTUAL INSURER'S AMENDED
CERTIFICATE OF INCORPORATION, WHICH SHALL CONTAIN THE PROVISIONS
REQUIRED BY THIS ARTICLE FOR THE ORGANIZATION OF A MUTUAL INSURER.

(2)      THE AGREEMENT SHALL BE:

(I)      APPROVED BY THE VOTE OF A MAJORITY OF THE BOARD OF
DIRECTORS OF EACH MUTUAL INSURER; AND

(II)     SUBMITTED TO A MEETING OF MEMBERS AND APPROVED BY
VOTE OF AT LEAST TWO-THIRDS OF THOSE MEMBERS OF EACH MUTUAL INSURER
WHO ARE PRESENT AND VOTING AT THE MEETING.

(3)      NOTICE OF THE TIME, PLACE, AND PURPOSE OF THE MEETING
SHALL BE:

(I)       MAILED TO THE MEMBERS OF EACH MUTUAL INSURER NOT
LESS THAN 20 DAYS BEFORE THE DATE OF THE MEETING; OR

(II)     PUBLISHED AT LEAST ONCE A WEEK FOR 3 SUCCESSIVE WEEKS
IN:

1.        A NEWSPAPER PRINTED IN THE COUNTY WHERE EACH
MUTUAL INSURER HAS ITS PRINCIPAL OFFICE; AND

2.        A NEWSPAPER PRINTED IN ONE OF THE TWO LARGEST
CITIES IN EACH STATE WHERE THE SUCCESSOR MUTUAL INSURER WILL BE
LICENSED TO DO BUSINESS.

(4)      THE AGREEMENT SHALL BE:

(I)       EXECUTED IN DUPLICATE ORIGINAL UNDER CORPORATE
SEAL BY OFFICERS AUTHORIZED TO DO SO ON BEHALF OF EACH OF THE MUTUAL
INSURERS; AND

(II)     SUBMITTED, WITH EVIDENCE OF ITS APPROVAL, TO THE
COMMISSIONER.

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