(2) A converting mutual insurer becomes a stock insurer on the effective date of the conversion. The amended or restated articles of incorporation of the converting mutual insurer shall be filed with the Director of the Department of Consumer and Business Services and shall become effective on the effective date of the conversion. The certificate of authority of the converting mutual insurer shall be amended by the director on the effective date of the conversion.
(3) A converted stock insurer continues the corporate existence of the converting mutual insurer. Except as provided in the plan, the conversion does not annul, modify or change any existing license or other authority or any of the existing civil actions, rights, contracts or liabilities of the converting mutual insurer. All property, debts and choses in action and every other interest belonging to the converting mutual insurer before the conversion are retained by the converted stock insurer without further action needed. On and after the effective date of the conversion, the converted stock insurer shall exercise all rights and powers and perform all duties conferred or imposed by law upon insurers writing the classes of insurance written by the converted stock insurer, shall retain the rights and contracts of the converting mutual insurer existing immediately before the conversion and shall be subject to all obligations and liabilities of the converting mutual insurer existing immediately before the conversion, subject to the terms of the plan.
(4) Notwithstanding subsections (2) and (3) of this section, the conversion may be carried out through any other method described in the plan and approved by the director.
(5) Unless otherwise specified in the plan, the directors and officers of the converting mutual insurer shall serve as directors and officers of the converted stock insurer until new directors and officers are elected.
(6) The provisions of this section apply to the conversion of the converting mutual insurer whether or not the conversion is part of a reorganization. [1997 c.771 §7]
Structure 2021 Oregon Revised Statutes
Volume : 18 - Financial Institutions, Insurance
Section 732.005 - Application of private corporation law; definitions.
Section 732.025 - Application for permit to organize stock insurer; rules.
Section 732.035 - Application for permit to organize insurer without capital stock.
Section 732.055 - Approval or disapproval of application for permit.
Section 732.095 - Articles of incorporation.
Section 732.105 - Filing articles of incorporation and surety bond, letter of credit or deposit.
Section 732.205 - General powers of insurers.
Section 732.220 - Exclusive agency contracts.
Section 732.225 - Impairment of required capitalization prohibited; rules.
Section 732.230 - Order to cure impairment; confidentiality of order.
Section 732.235 - Voluntary dissolution of insurer.
Section 732.240 - Trusts of life insurance proceeds.
Section 732.245 - Home office; records, assets; unlawful removal; rules.
Section 732.250 - Continuity of management in event of national emergency.
Section 732.320 - Supporting documents for expenditures.
Section 732.415 - Stock insurer’s proxies; regulation by director; rules.
Section 732.420 - "Equity security" defined; rules.
Section 732.425 - Application of insider trading regulation.
Section 732.435 - Suit to recover insider profits; exempted transactions; rules.
Section 732.440 - Prohibited sales of securities.
Section 732.445 - Establishing or maintaining primary or secondary market in securities; rules.
Section 732.465 - Members of domestic mutual insurers.
Section 732.470 - Voting rights of members of mutual insurer.
Section 732.475 - Members’ meetings and procedures of domestic mutual and reciprocal insurers.
Section 732.518 - Definitions for ORS 732.517 to 732.546.
Section 732.526 - Hearing on proposed activity; notice.
Section 732.528 - Approval of proposed activity; grounds for refusing approval.
Section 732.529 - Procedures following approval by director of proposed activity.
Section 732.531 - Acquisition of assets or insurance of mutual or reciprocal insurers.
Section 732.536 - Compliance with foreign or alien laws.
Section 732.538 - Effect of merger or consolidation.
Section 732.544 - Director’s order; effect; requirements for issuing; penalties.
Section 732.547 - Remedies for violation of ORS 732.517 to 732.546.
Section 732.548 - Definitions for ORS 732.517 to 732.596.
Section 732.549 - Subsidiaries.
Section 732.551 - Registration of insurer members of holding company systems.
Section 732.552 - Registration statement; form; contents.
Section 732.566 - Exemption from ORS 732.517 to 732.596 by director.
Section 732.574 - Standards for transactions within holding company; notice.
Section 732.576 - Dividends and distributions.
Section 732.584 - Examinations; penalty; costs.
Section 732.586 - Confidentiality of information; permitted disclosures.
Section 732.588 - Supervision, rehabilitation or liquidation.
Section 732.600 - Definitions for ORS 732.600 to 732.630.
Section 732.602 - Intent of ORS 732.600 to 732.630.
Section 732.604 - Permissible actions of domestic mutual insurer; rules.
Section 732.608 - Waiver of requirements of ORS 732.606.
Section 732.610 - Contents of plan.
Section 732.611 - Eligible member of domestic mutual insurer or mutual holding company; record date.
Section 732.614 - Effect of conversion.
Section 732.616 - Reorganization involving organization of stock holding company; subsidiaries.
Section 732.618 - Reorganization involving organization of mutual holding company; subsidiaries.
Section 732.622 - Restructuring of mutual holding company.
Section 732.626 - Plan review and approval; general provisions.
Section 732.650 - Definitions.
Section 732.653 - Scope; requirements and guidance.
Section 732.656 - Risk management framework.
Section 732.659 - Own risk and solvency assessment in accordance with manual.
Section 732.662 - Own risk and solvency summary report; attestation.
Section 732.666 - Exemptions; director’s requirements.
Section 732.669 - Documentation and supporting information; director’s review.
Section 732.686 - Maintenance of confidentiality and privilege; permitted disclosures; waivers.
Section 732.810 - Definitions for ORS 732.810 to 732.814.
Section 732.811 - Application of ORS 732.810 to 732.814.
Section 732.812 - Filing of financial statements; contract requirements; audit; reports to director.
Section 732.813 - Notice to prospective insured.
Section 732.814 - Authority of director over controlling producer and controlled insurer.
Section 732.820 - Interstate Insurance Product Regulation Compact.
Section 732.825 - State member of Interstate Insurance Product Regulation Commission.