§431:4-203  Decrease of capital.  (a)  A
domestic stock insurer may decrease its capital stock by:



(1)  Vote of not less than seventy-five per cent of
the holders of the shares of stock outstanding and entitled to vote; and



(2)  Filing a certificate executed in the same manner
as provided in section 414-11, that such vote occurred, upon which filing the
decrease in capital is effective.



(b)  No such decrease shall be made which
results in capital stock less in amount than the minimum required by this code
for the classes of insurance thereafter to be transacted by the insurer.



(c)  No surplus funds of the insurer resulting
from a decrease of its capital stock shall be distributed to shareholders,
except:



(1)  As a stock dividend on a subsequent increase of
capital stock;



(2)  Upon dissolution of the insurer; or



(3)  Upon approval of the commissioner, provided the
commissioner has received satisfactory proof that the distribution will not
impair the interests of policyholders or the solvency of the insurer.



(d)  Upon a decrease of capital stock, the
insurer's directors shall call in any outstanding stock certificates required
to be changed pursuant thereto and shall issue proper certificates in their
stead. [L 1987, c 347, pt of §2; am L 1989, c 195, §14; am L 2004, c 122, §15]