(a) A domestic stock insurer may merge or consolidate with one or more domestic or foreign stock insurers authorized to transact insurance in this state, by complying with the applicable provisions of the statutes of this state governing the merger or consolidation of stock corporations formed for profit, but subject to (b) and (c) of this section.
(b) A merger or consolidation may not be effectuated unless the plan and agreement for it have been filed with the director and approved in writing by the director after a hearing. The director shall give approval within a reasonable time after the filing unless the director finds the plan or agreement
(1) is contrary to law;
(2) inequitable to the stockholders of a domestic insurer involved; or
(3) would substantially reduce the security of and service to be rendered to policyholders of the domestic insurer in this state or elsewhere.
(c) A director, officer, agent, or employee of an insurer party to the merger or consolidation may not receive a fee, commission, compensation, or other valuable consideration for aiding, promoting, or assisting therein except as set out in the plan or agreement.
(d) If the director does not approve the plan or agreement the director shall so notify the insurer in writing specifying the reasons.
(e) If a domestic insurer involved in the proposed merger or consolidation is authorized to transact insurance also in other states, the director may request the insurance commissioner, director of insurance, superintendent of insurance, or other similar public insurance supervisory official of the two other states in which the insurer has in force the larger amounts of insurance, to participate in the hearing provided for under (b) of this section, with full right to examine all witnesses and evidence and to offer to the director the pertinent information and suggestions they consider proper.
(f) A plan or proposal through which a stock insurer proposes to acquire a controlling stock interest in another stock insurer through an exchange of stock of the first insurer, issued by the insurer for the purpose, for the controlling stock of the second insurer, is considered to be a plan or proposal of merger of the second insurer into the first insurer for the purposes of this section and is subject to the applicable provisions hereof.
Structure Alaska Statutes
Chapter 69. Organization and Corporate Procedures
Sec. 21.69.010. Applicability of chapter.
Sec. 21.69.020. Applicability of general corporation statutes.
Sec. 21.69.030. Incorporation.
Sec. 21.69.040. Articles of incorporation.
Sec. 21.69.050. Amendment of articles of incorporation.
Sec. 21.69.060. Solicitation permit.
Sec. 21.69.070. Application for solicitation permit.
Sec. 21.69.080. Procedure upon application.
Sec. 21.69.090. Issuance of permit.
Sec. 21.69.100. Duration of permit.
Sec. 21.69.110. Permit as inducement prohibited.
Sec. 21.69.120. Solicitors' licenses.
Sec. 21.69.130. Modification, revocation of permit.
Sec. 21.69.150. Escrow of funds.
Sec. 21.69.160. Liability of organizers.
Sec. 21.69.170. Payment for subscriptions.
Sec. 21.69.180. Insurance applications.
Sec. 21.69.190. Failure to complete organization or to qualify.
Sec. 21.69.200. Subsequent financing.
Sec. 21.69.210. Penalty for exhibiting false accounts, etc.
Sec. 21.69.220. Initial qualifications of domestic mutuals.
Sec. 21.69.230. Formation of mutual insurer.
Sec. 21.69.240. Applications for insurance in formation of mutual insurer.
Sec. 21.69.250. Formation of mutuals.
Sec. 21.69.260. Failure to qualify.
Sec. 21.69.270. Additional kinds of insurance.
Sec. 21.69.280. Membership in mutuals.
Sec. 21.69.290. Bylaws of mutual.
Sec. 21.69.300. Bylaws of stock insurer.
Sec. 21.69.310. Meetings of stockholders or members.
Sec. 21.69.330. Corrupt practices.
Sec. 21.69.350. Participation of policyholders in election of directors.
Sec. 21.69.360. Bond of officers of mutual.
Sec. 21.69.370. Prohibited pecuniary interest of officials.
Sec. 21.69.380. Management and exclusive agency contracts.
Sec. 21.69.390. Home office and records.
Sec. 21.69.400. Vouchers for expenditures.
Sec. 21.69.410. Agreement not to sell property prohibited.
Sec. 21.69.420. Solicitations in other states.
Sec. 21.69.430. Contingent liability of mutual members.
Sec. 21.69.440. Levy of contingent liability.
Sec. 21.69.450. Enforcement of contingent liability.
Sec. 21.69.460. Nonassessable policies, mutual insurers.
Sec. 21.69.470. Nonassessable policies.
Sec. 21.69.480. Participating policies.
Sec. 21.69.490. Dividends to stockholders.
Sec. 21.69.500. Dividends to mutual policyholders.
Sec. 21.69.510. Illegal dividends.
Sec. 21.69.520. Borrowed surplus.
Sec. 21.69.530. Impairment of capital or assets.
Sec. 21.69.540. Assessment of stockholders or members.
Sec. 21.69.550. Directors' liability for losses during deficiency.
Sec. 21.69.560. Stock transfer during impairment of capital.
Sec. 21.69.570. Mutualization of stock insurers.
Sec. 21.69.580. Converting mutual insurer.
Sec. 21.69.590. Mergers and consolidations of stock insurers.
Sec. 21.69.600. Mergers and consolidations, mutual insurers.
Sec. 21.69.610. Reinsurance for stock insurers.
Sec. 21.69.620. Reinsurance for mutual insurers.
Sec. 21.69.630. Mutual member's share of assets on liquidation.
Sec. 21.69.640. Extinguishment of unused corporate charters.
Sec. 21.69.645. Redomestication.
Sec. 21.69.648. Voluntary surrender of certificate of authority.
Sec. 21.69.650. National emergency provisions.
Sec. 21.69.660. Adoption of emergency bylaws.
Sec. 21.69.670. Provisions in lieu of emergency bylaws.
Sec. 21.69.680. Succession of corporate officers during national emergency.
Sec. 21.69.690. Relocation of home office during national emergency.