§ 27-25-14 Consolidations and mergers.– (a) A domestic society may consolidate or merge with any other society bycomplying with the provisions of this section. It shall file with thecommissioner of insurance:
(1) A certified copy of the written contract containing, infull, the terms and conditions of the consolidation or merger;
(2) A sworn statement by the president and secretary orcorresponding officers of each society showing the financial condition of thesociety on a date fixed by the commissioner of insurance but not earlier thanDecember thirty-first, next preceding the date of the contract;
(3) A certificate of the officers, duly verified by theirrespective oaths, that the consolidation or merger has been approved by atwo-thirds ( 2/3) vote of the supreme governing body of each society, the votebeing conducted at a regular or special meeting of the body, or, if thesociety's laws so permit, by mail; and
(4) Evidence that at least sixty (60) days prior to theaction of the supreme governing body of each society, the text of the contracthas been furnished to all of the members of each society either by mail or bypublication, in full, in the official publication of each society.
(b) If the commissioner of insurance finds that the contractis in conformity with the provisions of this section, that the financialstatements are correct, and that the consolidation or merger is just andequitable to the members of each society, the commissioner shall approve thecontract and issue a certificate to that effect. Upon that approval, thecontract shall be in full force and effect unless any society that is a partyto the contract is incorporated under the laws of any other state or territory.In that event, the consolidation or merger shall not become effective unlessand until it has been approved as provided by the laws of that state orterritory and a certificate of the approval filed with the commissioner ofinsurance of this state or, if the laws of that state or territory contain nosuch provision, then the consolidation or merger shall not become effectiveunless and until it has been approved by the commissioner of insurance of thatstate or territory and a certificate of the approval filed with thecommissioner of insurance of this state.
(c) Upon the consolidation or merger becoming effective, allof the rights, franchises, and interest of the consolidated or merged societiesin and to every species of property, real, personal, or mixed, and things inaction belonging to the societies shall be vested in the society resulting fromor remaining after the consolidation or merger without any other instrument,except that conveyance of real property may be evidenced by proper deeds, andthe title to any real estate or interest in real estate, vested under the lawsof this state in any of the societies consolidated or merged, shall not revertor be in any way impaired by reason of the consolidation or merger, but shallvest absolutely in the society resulting from or remaining after theconsolidation or merger.
(d) The affidavit of any officer of the society or of anyoneauthorized by it to mail any notice or document, stating that the notice ordocument has been duly addressed and mailed, shall be prima facie evidence thatthe notice or document has been furnished to the addressees.
§ 27-25-14 Consolidations and mergers.– (a) A domestic society may consolidate or merge with any other society bycomplying with the provisions of this section. It shall file with thecommissioner of insurance:
(1) A certified copy of the written contract containing, infull, the terms and conditions of the consolidation or merger;
(2) A sworn statement by the president and secretary orcorresponding officers of each society showing the financial condition of thesociety on a date fixed by the commissioner of insurance but not earlier thanDecember thirty-first, next preceding the date of the contract;
(3) A certificate of the officers, duly verified by theirrespective oaths, that the consolidation or merger has been approved by atwo-thirds ( 2/3) vote of the supreme governing body of each society, the votebeing conducted at a regular or special meeting of the body, or, if thesociety's laws so permit, by mail; and
(4) Evidence that at least sixty (60) days prior to theaction of the supreme governing body of each society, the text of the contracthas been furnished to all of the members of each society either by mail or bypublication, in full, in the official publication of each society.
(b) If the commissioner of insurance finds that the contractis in conformity with the provisions of this section, that the financialstatements are correct, and that the consolidation or merger is just andequitable to the members of each society, the commissioner shall approve thecontract and issue a certificate to that effect. Upon that approval, thecontract shall be in full force and effect unless any society that is a partyto the contract is incorporated under the laws of any other state or territory.In that event, the consolidation or merger shall not become effective unlessand until it has been approved as provided by the laws of that state orterritory and a certificate of the approval filed with the commissioner ofinsurance of this state or, if the laws of that state or territory contain nosuch provision, then the consolidation or merger shall not become effectiveunless and until it has been approved by the commissioner of insurance of thatstate or territory and a certificate of the approval filed with thecommissioner of insurance of this state.
(c) Upon the consolidation or merger becoming effective, allof the rights, franchises, and interest of the consolidated or merged societiesin and to every species of property, real, personal, or mixed, and things inaction belonging to the societies shall be vested in the society resulting fromor remaining after the consolidation or merger without any other instrument,except that conveyance of real property may be evidenced by proper deeds, andthe title to any real estate or interest in real estate, vested under the lawsof this state in any of the societies consolidated or merged, shall not revertor be in any way impaired by reason of the consolidation or merger, but shallvest absolutely in the society resulting from or remaining after theconsolidation or merger.
(d) The affidavit of any officer of the society or of anyoneauthorized by it to mail any notice or document, stating that the notice ordocument has been duly addressed and mailed, shall be prima facie evidence thatthe notice or document has been furnished to the addressees.
§ 27-25-14 Consolidations and mergers.– (a) A domestic society may consolidate or merge with any other society bycomplying with the provisions of this section. It shall file with thecommissioner of insurance:
(1) A certified copy of the written contract containing, infull, the terms and conditions of the consolidation or merger;
(2) A sworn statement by the president and secretary orcorresponding officers of each society showing the financial condition of thesociety on a date fixed by the commissioner of insurance but not earlier thanDecember thirty-first, next preceding the date of the contract;
(3) A certificate of the officers, duly verified by theirrespective oaths, that the consolidation or merger has been approved by atwo-thirds ( 2/3) vote of the supreme governing body of each society, the votebeing conducted at a regular or special meeting of the body, or, if thesociety's laws so permit, by mail; and
(4) Evidence that at least sixty (60) days prior to theaction of the supreme governing body of each society, the text of the contracthas been furnished to all of the members of each society either by mail or bypublication, in full, in the official publication of each society.
(b) If the commissioner of insurance finds that the contractis in conformity with the provisions of this section, that the financialstatements are correct, and that the consolidation or merger is just andequitable to the members of each society, the commissioner shall approve thecontract and issue a certificate to that effect. Upon that approval, thecontract shall be in full force and effect unless any society that is a partyto the contract is incorporated under the laws of any other state or territory.In that event, the consolidation or merger shall not become effective unlessand until it has been approved as provided by the laws of that state orterritory and a certificate of the approval filed with the commissioner ofinsurance of this state or, if the laws of that state or territory contain nosuch provision, then the consolidation or merger shall not become effectiveunless and until it has been approved by the commissioner of insurance of thatstate or territory and a certificate of the approval filed with thecommissioner of insurance of this state.
(c) Upon the consolidation or merger becoming effective, allof the rights, franchises, and interest of the consolidated or merged societiesin and to every species of property, real, personal, or mixed, and things inaction belonging to the societies shall be vested in the society resulting fromor remaining after the consolidation or merger without any other instrument,except that conveyance of real property may be evidenced by proper deeds, andthe title to any real estate or interest in real estate, vested under the lawsof this state in any of the societies consolidated or merged, shall not revertor be in any way impaired by reason of the consolidation or merger, but shallvest absolutely in the society resulting from or remaining after theconsolidation or merger.
(d) The affidavit of any officer of the society or of anyoneauthorized by it to mail any notice or document, stating that the notice ordocument has been duly addressed and mailed, shall be prima facie evidence thatthe notice or document has been furnished to the addressees.
