Chapter 47: ORGANIZATION, CORPORATE POWERS, PROCEDURES OF DOMESTIC LEGAL RESERVE STOCK AND MUTUAL INSURERS
Subchapter 1: ORGANIZATION AND GENERAL POWERS
§3306. Incorporation of domestic stock, mutual insurers
1. This section applies to stock and mutual insurers hereafter incorporated in this State. Such an insurer may be formed for the purpose of transacting any kind or kinds of insurance, as well as annuity business.
[ 1969, c. 132, §1 (NEW) .]
2. Incorporators. Three or more individuals, none of whom is less than 18 years of age, may incorporate a stock insurer; 10 or more such individuals may incorporate a mutual insurer. At least a majority of the incorporators must be citizens of the United States of America.
[ 1973, c. 625, §148 (AMD) .]
3. Certificate of organization. The incorporators shall execute a certificate of organization in quadruplicate, and at least a majority of the incorporators shall acknowledge their execution thereof under oath. The certificate of organization shall state and show:
A. The name of the corporation, which must be generally indicative of the business to be transacted and be subject to section 408 (name of insurer); if a mutual, the word "mutual" must be a part of the name. An alternative name or names may be specified for use in foreign countries, or in jurisdictions wherein conflict of name with that of another insurer or organization might otherwise prevent the corporation from being authorized to transact insurance therein. [1969, c. 132, §1 (NEW).]
B. The duration of its existence, which may be perpetual. [1969, c. 132, §1 (NEW).]
C. The kinds of insurance, as defined in this Title, which the corporation is formed to transact. [1969, c. 132, §1 (NEW).]
D. If a stock corporation, its authorized capital and the number of shares of stock into which divided. The capital stock shall consist entirely of common stock of one uniform class, par value not less than $1.00 per share, each outstanding share of which shall have equal rights in every respect with every other such share, except that treasury stock shall not have dividend or voting rights. Shares without par value shall not be authorized. [1969, c. 132, §1 (NEW).]
E. If a stock corporation the extent, if any, to which shares of its stock shall be subject to assessment. [1969, c. 132, §1 (NEW).]
F. If a mutual corporation, the maximum contingent liability of its members, other than as to nonassessable policies, for payment of losses and expenses incurred. Such liability shall be as stated in the certificate of organization, but shall not be less than 1 or more than 6 times the premium for the member's policy at the annual premium rate for a term of one year. [1969, c. 132, §1 (NEW).]
G. If a mutual corporation, the amount, if any, of its guaranty capital shares, the number and par value of shares into which divided, the voting and other rights of such shares, and the conditions under which such shares shall or may be retired by the corporation, all consistent with section 3358 (guaranty capital shares). [1969, c. 132, §1 (NEW).]
H. The number of directors, not less than 3, who shall constitute the board of directors and conduct the affairs of the corporation; and the names, addresses and terms of the members of the initial board of directors, who shall conduct the corporation's affairs for the term specified in the certificate, but for not more than one year after date of incorporation. [1969, c. 132, §1 (NEW).]
I. The city or town, and county in this State in which the corporation's principal place of business is to be located. [1969, c. 132, §1 (NEW).]
J. The name, residence address and national citizenship of each incorporator. [1969, c. 132, §1 (NEW).]
K. Other provisions, not inconsistent with law, deemed appropriate by the incorporators, and including, in the case of life insurers, the power to act as trustee with respect to proceeds of maturity or death benefits payable under life insurance or annuity contracts issued or assumed by it. [1969, c. 132, §1 (NEW).]
Chapter 47: ORGANIZATION, CORPORATE POWERS, PROCEDURES OF DOMESTIC LEGAL RESERVE STOCK AND MUTUAL INSURERS
Subchapter 1: ORGANIZATION AND GENERAL POWERS
§3306. Incorporation of domestic stock, mutual insurers
1. This section applies to stock and mutual insurers hereafter incorporated in this State. Such an insurer may be formed for the purpose of transacting any kind or kinds of insurance, as well as annuity business.
[ 1969, c. 132, §1 (NEW) .]
2. Incorporators. Three or more individuals, none of whom is less than 18 years of age, may incorporate a stock insurer; 10 or more such individuals may incorporate a mutual insurer. At least a majority of the incorporators must be citizens of the United States of America.
[ 1973, c. 625, §148 (AMD) .]
3. Certificate of organization. The incorporators shall execute a certificate of organization in quadruplicate, and at least a majority of the incorporators shall acknowledge their execution thereof under oath. The certificate of organization shall state and show:
A. The name of the corporation, which must be generally indicative of the business to be transacted and be subject to section 408 (name of insurer); if a mutual, the word "mutual" must be a part of the name. An alternative name or names may be specified for use in foreign countries, or in jurisdictions wherein conflict of name with that of another insurer or organization might otherwise prevent the corporation from being authorized to transact insurance therein. [1969, c. 132, §1 (NEW).]
B. The duration of its existence, which may be perpetual. [1969, c. 132, §1 (NEW).]
C. The kinds of insurance, as defined in this Title, which the corporation is formed to transact. [1969, c. 132, §1 (NEW).]
D. If a stock corporation, its authorized capital and the number of shares of stock into which divided. The capital stock shall consist entirely of common stock of one uniform class, par value not less than $1.00 per share, each outstanding share of which shall have equal rights in every respect with every other such share, except that treasury stock shall not have dividend or voting rights. Shares without par value shall not be authorized. [1969, c. 132, §1 (NEW).]
E. If a stock corporation the extent, if any, to which shares of its stock shall be subject to assessment. [1969, c. 132, §1 (NEW).]
F. If a mutual corporation, the maximum contingent liability of its members, other than as to nonassessable policies, for payment of losses and expenses incurred. Such liability shall be as stated in the certificate of organization, but shall not be less than 1 or more than 6 times the premium for the member's policy at the annual premium rate for a term of one year. [1969, c. 132, §1 (NEW).]
G. If a mutual corporation, the amount, if any, of its guaranty capital shares, the number and par value of shares into which divided, the voting and other rights of such shares, and the conditions under which such shares shall or may be retired by the corporation, all consistent with section 3358 (guaranty capital shares). [1969, c. 132, §1 (NEW).]
H. The number of directors, not less than 3, who shall constitute the board of directors and conduct the affairs of the corporation; and the names, addresses and terms of the members of the initial board of directors, who shall conduct the corporation's affairs for the term specified in the certificate, but for not more than one year after date of incorporation. [1969, c. 132, §1 (NEW).]
I. The city or town, and county in this State in which the corporation's principal place of business is to be located. [1969, c. 132, §1 (NEW).]
J. The name, residence address and national citizenship of each incorporator. [1969, c. 132, §1 (NEW).]
K. Other provisions, not inconsistent with law, deemed appropriate by the incorporators, and including, in the case of life insurers, the power to act as trustee with respect to proceeds of maturity or death benefits payable under life insurance or annuity contracts issued or assumed by it. [1969, c. 132, §1 (NEW).]
Chapter 47: ORGANIZATION, CORPORATE POWERS, PROCEDURES OF DOMESTIC LEGAL RESERVE STOCK AND MUTUAL INSURERS
Subchapter 1: ORGANIZATION AND GENERAL POWERS
§3306. Incorporation of domestic stock, mutual insurers
1. This section applies to stock and mutual insurers hereafter incorporated in this State. Such an insurer may be formed for the purpose of transacting any kind or kinds of insurance, as well as annuity business.
[ 1969, c. 132, §1 (NEW) .]
2. Incorporators. Three or more individuals, none of whom is less than 18 years of age, may incorporate a stock insurer; 10 or more such individuals may incorporate a mutual insurer. At least a majority of the incorporators must be citizens of the United States of America.
[ 1973, c. 625, §148 (AMD) .]
3. Certificate of organization. The incorporators shall execute a certificate of organization in quadruplicate, and at least a majority of the incorporators shall acknowledge their execution thereof under oath. The certificate of organization shall state and show:
A. The name of the corporation, which must be generally indicative of the business to be transacted and be subject to section 408 (name of insurer); if a mutual, the word "mutual" must be a part of the name. An alternative name or names may be specified for use in foreign countries, or in jurisdictions wherein conflict of name with that of another insurer or organization might otherwise prevent the corporation from being authorized to transact insurance therein. [1969, c. 132, §1 (NEW).]
B. The duration of its existence, which may be perpetual. [1969, c. 132, §1 (NEW).]
C. The kinds of insurance, as defined in this Title, which the corporation is formed to transact. [1969, c. 132, §1 (NEW).]
D. If a stock corporation, its authorized capital and the number of shares of stock into which divided. The capital stock shall consist entirely of common stock of one uniform class, par value not less than $1.00 per share, each outstanding share of which shall have equal rights in every respect with every other such share, except that treasury stock shall not have dividend or voting rights. Shares without par value shall not be authorized. [1969, c. 132, §1 (NEW).]
E. If a stock corporation the extent, if any, to which shares of its stock shall be subject to assessment. [1969, c. 132, §1 (NEW).]
F. If a mutual corporation, the maximum contingent liability of its members, other than as to nonassessable policies, for payment of losses and expenses incurred. Such liability shall be as stated in the certificate of organization, but shall not be less than 1 or more than 6 times the premium for the member's policy at the annual premium rate for a term of one year. [1969, c. 132, §1 (NEW).]
G. If a mutual corporation, the amount, if any, of its guaranty capital shares, the number and par value of shares into which divided, the voting and other rights of such shares, and the conditions under which such shares shall or may be retired by the corporation, all consistent with section 3358 (guaranty capital shares). [1969, c. 132, §1 (NEW).]
H. The number of directors, not less than 3, who shall constitute the board of directors and conduct the affairs of the corporation; and the names, addresses and terms of the members of the initial board of directors, who shall conduct the corporation's affairs for the term specified in the certificate, but for not more than one year after date of incorporation. [1969, c. 132, §1 (NEW).]
I. The city or town, and county in this State in which the corporation's principal place of business is to be located. [1969, c. 132, §1 (NEW).]
J. The name, residence address and national citizenship of each incorporator. [1969, c. 132, §1 (NEW).]
K. Other provisions, not inconsistent with law, deemed appropriate by the incorporators, and including, in the case of life insurers, the power to act as trustee with respect to proceeds of maturity or death benefits payable under life insurance or annuity contracts issued or assumed by it. [1969, c. 132, §1 (NEW).]
