Section 500.1311 - Merging with or acquiring control of domestic insurer; statement; domestic property and casualty insurer with 200 employees or fewer; filing notification; “domestic insurer” explain
THE INSURANCE CODE OF 1956 (EXCERPT)
Act 218 of 1956
500.1311 Merging with or acquiring control of domestic insurer; statement; domestic property and casualty insurer with 200 employees or fewer; filing notification; “domestic insurer” explained.
Sec. 1311.
(1) A person other than the issuer shall not make a tender offer for or a request or invitation for tenders of, or enter into any agreement to exchange securities for, seek to acquire or acquire, in the open market or otherwise, any voting security of a domestic insurer if, after the consummation thereof, the person directly or indirectly, or by conversion or by exercise of any right to acquire, would be in control of the insurer. A person shall not enter into an agreement to merge with or otherwise to acquire control of a domestic insurer or any person controlling a domestic insurer unless, at the time an offer, request, or invitation is made or an agreement is entered into, or prior to the acquisition of the securities if no offer or agreement is involved, the person has filed with the commissioner and has sent to the insurer which has sent to its shareholders, a statement containing the information required by this chapter and the offer, request, invitation, agreement, or acquisition has been approved by the commissioner in the manner prescribed in this chapter.
(2) Until May 1, 2012, if a domestic property and casualty insurer has 200 employees or fewer, directly or indirectly through an affiliate transacting the insurer's business, any proposal to enter into an agreement to merge with or otherwise acquire control of the domestic insurer or any person controlling the domestic insurer, or, for the purpose of obtaining control, that seeks the election of 2 or more members of the board of directors of the domestic insurer or any person controlling the domestic insurer, shall, in addition to the requirements of subsection (1), require the approval of 66.67% of the outstanding voting securities if the proposal is not supported by a majority of the domestic insurer's board of directors. This subsection only applies to a domestic insurer that, on the effective date of the amendatory act that added this sentence, generates 100% of its premiums from sales in this state.
(3) The person who proposes to enter into an agreement to merge with or otherwise acquire control of a domestic insurer shall file a notification with the commissioner, in such form and containing the information prescribed by applicable rule promulgated or order issued by the commissioner.
(4) For purposes of this section through section 1319, a domestic insurer shall include any person controlling a domestic insurer and any foreign insurer whose written insurance premium in this state for each of the most recent 3 years exceeds the premiums written in its state of domicile and whose written premium in this state was 20% or more of its total written premium in each of the most recent 3 years.
History: Add. 1970, Act 136, Imd. Eff. July 29, 1970 ;-- Am. 1990, Act 85, Imd. Eff. May 29, 1990 ;-- Am. 1992, Act 182, Imd. Eff. Oct. 1, 1992 ;-- Am. 1994, Act 227, Imd. Eff. June 27, 1994 ;-- Am. 2010, Act 61, Imd. Eff. Apr. 30, 2010
Popular Name: Act 218