Title 31 — Insurance and Securities.
94 chapters · 1,236 sections in this title.
D.C. Code § 31-901 Definitions
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For the purposes of this chapter, the term: (1) “Converted stock company” means a District of Columbia domiciled stock company that converted from a District of Columbia mutual company pursuant to this chapter. (1A) “Commissioner” means the Commissioner of Insurance and Securitie…
D.C. Code § 31-902 Adoption of the plan of conversion by the board of directors
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(a) A mutual company seeking to convert to a stock company shall, by the affirmative vote of a majority of its board of directors, adopt a plan of conversion consistent with the requirements of § 31-906. (b) At any time before approval of a plan by the Commissioner, the mutual co…
D.C. Code § 31-903 Approval of the plan of conversion by the Commissioner of the Department of Insurance, Securities, and Banking
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(a) After adoption by the mutual company’s board of directors, the plan shall be submitted to the Commissioner for review and approval. The Commissioner shall approve the plan upon finding that: (1) The provisions of this section have been complied with; (2) The plan will not pre…
D.C. Code § 31-904 Approval of the plan by the members
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(a) All eligible members shall be given notice of and an opportunity to vote upon the plan. (b) All eligible members shall be given notice of the members’ meeting to vote upon the plan. A copy of the plan or a summary of the plan shall accompany the notice. The notice shall be ma…
D.C. Code § 31-905 Adoption of revised articles of incorporation
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(a) Adoption of the revised articles of incorporation of the converted stock company is necessary to implement the plan and shall be governed by the applicable provisions of District law. (b) For a Class 1 mutual company, the members may adopt the revised articles of incorporatio…
D.C. Code § 31-905.01 Acquiring, offering securities issued in connection with a plan of conversion
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Prior to implementation of a plan of conversion adopted by a mutual company, no person shall knowingly acquire, or make any offer, or make any announcement of an offer, for any security issued, or to be issued, by the mutual company in connection with its plan of conversion, or f…
D.C. Code § 31-906 Required provisions in a plan of conversion
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(a) The plan shall set forth the reasons for the proposed conversion. (b) The plan shall provide that all policies in force on the effective date of conversion shall continue to remain in force under the terms of those policies, except that any voting rights of the policyholders …
D.C. Code § 31-907 Optional provisions in a plan of conversion
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(a) The following provisions may be included in the plan: (1) The plan may provide that the directors and officers of the mutual company shall receive, without payment, nontransferable subscription rights to purchase capital stock of the converted stock company or the stock of an…
D.C. Code § 31-908 Alternative plan of conversion
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The board of directors may adopt a plan of conversion that does not rely in whole or in part upon the issuance to members of nontransferable subscription rights to purchase stock of the converted stock company if the Commissioner finds that the plan does not prejudice the interes…
D.C. Code § 31-909 Effective date of the plan
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A plan shall become effective when the Commissioner has approved the plan.
D.C. Code § 31-910 Rights of members whose policies are issued after adoption of the plan and before its effective date
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(a) All members whose policies are issued after the proposed plan has been adopted by the board of directors and before the effective date of the plan shall be given written notice of the plan of conversion. The notice shall specify the member’s right to terminate that policy as …
D.C. Code § 31-911 Corporate existence
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(a) Upon the conversion of a mutual company to a converted stock company according to provisions of this chapter, the corporate existence of the mutual company shall be continued in the converted stock company. All the rights, franchises, and interest of the mutual company in and…
D.C. Code § 31-912 Conflict of interest
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No director, officer, agent, or employee of the mutual company, or any other person, shall receive any fee, commission, or other valuable consideration, other than his or her usual regular salary and compensation, for in any manner aiding, promoting, or assisting in the conversio…
D.C. Code § 31-913 Costs and expenses
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All costs and expenses connected with a plan of conversion shall be paid for or reimbursed by the mutual company or the converted stock company from the proceeds of the offering; provided, that if the plan provides either for a holding company to acquire the stock of the converte…
D.C. Code § 31-914 Failure to give notice
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If the mutual company complies substantially and in good faith with the notice requirements of this chapter, the mutual company’s failure to give any member or members any required notice does not impair the validity of any action taken under this chapter.
D.C. Code § 31-915 Limitation of actions
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Any action challenging the validity of or arising out of acts taken or proposed to be taken under this chapter shall be commenced within 30 days after the effective date of the plan.