Massachusetts General Laws
Chapter 176p - Limited Societies
Section 12 - Mergers; Transfers; Notice; Contracts, Financial Statements and Certificates; Commissioner's Approval

Section 12. (a) No domestic society shall merge with or accept the transfer of the membership or funds of any other society, unless 90 days' notice of the proposed merger or transfer is given to the commissioner, who, within such period, shall make such recommendations to each of such societies. The merger or transfer shall be evidenced by a written contract that sets out in full the terms and conditions of the merger or transfer, and shall be filed with the commissioner, together with a sworn statement by the president and secretary, or corresponding officers, of each of such societies of their financial conditions and a sworn certificate of such officers of each of the contracting societies that the merger or transfer has been approved by a vote of two-thirds of the members of the supreme legislative or governing body of each of such societies.
(b) Upon the submission of the contract, financial statements and certificates, the commissioner shall examine them, and if the commissioner finds that the financial statements are correct, and that the contract is in conformity with this section, and that the merger or transfer is just and equitable to the members of each of the societies, the commissioner shall approve the merger or transfer, issue a certificate to that effect, and thereupon the contract of merger or transfer shall be of full force and effect. No such merger proposed by two societies not incorporated in the same state shall go into effect until approved by the commissioner, or corresponding officer, of each state incorporating the societies involved in the proposed transaction, nor until their joint certificate of approval of the contract therefore is issued.

Structure Massachusetts General Laws

Massachusetts General Laws

Part I - Administration of the Government

Title XXII - Corporations

Chapter 176p - Limited Societies

Section 1 - Definitions

Section 2 - Lodge System

Section 3 - Representative Government; Elections; Meetings; Record

Section 4 - Limitation of Membership

Section 5 - Exemption From Certain Laws

Section 6 - Formation of Corporation; Purposes; Association Agreement

Section 7 - First Meeting; Notice; Adoption of By-Laws; Filing of Certificate

Section 8 - Lodge Plan; Preliminary License; Solicitation of Members; Collection of Payments; Minimum Membership; Issuance of Certificate

Section 9 - Certificate of Organization; Certificate Endorsed by Commissioner; Filing; Certification by State Secretary; Evidence of Corporate Existence

Section 10 - Certificate of Commissioner; Time Limitation; Certificate of Incorporation; Cessation of Business Operations

Section 11 - Limited Societies; Change of Location of Business; Change of Purpose of Corporation

Section 12 - Mergers; Transfers; Notice; Contracts, Financial Statements and Certificates; Commissioner's Approval

Section 13 - Death Funds; Emergency Funds; Disability Funds

Section 13a - By-Laws; Creation of Independent Hospitalization and Medical Services Fund

Section 14 - By-Laws; Payments by Members; Provisions; Purpose of Payments; Proportion of Payments Which May Be Used for Expenses

Section 15 - Deferred Payments; Installments of Claims; Fixed Liabilities on Happening of Contingency

Section 16 - Loans to Members; Accumulating and Maintaining Tabular Reserve Required by Table of Mortality

Section 17 - Societies Maintaining Surplus of Assets at Required Level May Waive Collection of Regular Mortuary Contributions From Members

Section 18 - Investment of Funds

Section 19 - Payment of Benefits for Disability on Account of Old Age; Periodical Member Contribution for Mortuary Purposes; Restrictions

Section 19a - Death Benefits Payable as Annuities

Section 20 - Death Benefit Certificates

Section 21 - Death or Annuity Benefits; Beneficiaries Designated by Members

Section 22 - Funeral Expenses of Insureds

Section 22a - Personal Representative or Family of Deceased; Freedom of Choice in Procuring Burial Supplies and Services

Section 23 - Payment of Death, Endowment or Annuity Benefits Upon Lives of Children Less Than 18 Years of Age

Section 24 - Death Benefit Certificates as to Children

Section 25 - Funds Representing Benefit Contributions for Lives of Children Less Than 18 Years of Age

Section 26 - Separation of Assets, Funds and Liabilities

Section 27 - Mingling of Certain Funds

Section 28 - Actions by Beneficiaries

Section 29 - Attachment or Taking of Benefits to Pay Debt of Member or Beneficiary

Section 30 - Exemption From Attachment or Execution

Section 31 - Admission of Persons to Beneficial Membership

Section 32 - Constitution and By-Laws of Society; Amendments

Section 32a - Fraudulent Alteration or Concealment of Records

Section 33 - Location of Meetings; Location of Principal Office

Section 34 - Waiver of Constitutional Provisions

Section 35 - Filing Certified Copies of Amendments to Constitution or By-Laws With Commissioner

Section 36 - Examinations of Domestic Societies by Commissioner; Confidentiality and Privilege; Proceedings Brought by Attorney General Against Domestic Societies

Section 37 - Copy of Commissioner's Examination Reports Served on Societies

Section 37a - Disbursements Made by Societies; Requirements

Section 38 - Annual Statement of Society's Condition and Standing

Section 38a - Applicability of Chapter 176v to a Limited Society Governed by This Chapter

Section 38b - Applicability of Chapter 176w to a Limited Society Governed by This Chapter

Section 39 - Annual Valuation Report in Addition to Annual Statement; Societies on Lodge System

Section 39a - Valuation of Bonds or Other Evidence of Debt

Section 40 - Deficiencies; Additional Contributions or Increased Rates of Contribution; Higher Rate Class of Members

Section 41 - Licenses for Foreign Societies to Transact Business in Commonwealth

Section 42 - Foreign Societies; Service of Process

Section 42a - Foreign Societies; Deposit

Section 43 - Foreign Societies; Refusal to Issue License; Revocation of License

Section 44 - Foreign Societies; Examination by Commissioner

Section 45 - Domestic Societies Governed by Direct Vote of Members; Membership Limited to Permanent Employees of Cities or Towns, Commonwealth or Federal Government; No Death Benefits; Annuities or Gratuities Contingent on Disabilities or Long Servic...

Section 46 - Domestic Societies; Limited Membership; Members and Ex-Members of Any Social Organization; Governing Provisions

Section 46a - Subordinate Lodge of Society; Ritualistic Form of Work; Disability Benefits

Section 46b - Incorporated Domestic Society Transacting Business Under Sec. 45 or 46; Real Estate

Section 46c - Society Subject to Sec. 45 or 46; Payment of Benefits

Section 46d - Grand or District Lodge of Secret Order or Fraternity Transacting Business Under Sec. 45 or 46; Benefits

Section 47 - Jurisdiction of Superior Court in Equity

Section 47a - Contract of Insurance or Benefit Certificate Issued in Violation of Any Provision of This Chapter

Section 48 - False or Fraudulent Statement or Representation by Society With Reference to Application for Membership; Penalties

Section 49 - Unauthorized Solicitation; Penalties

Section 49a - Pensions for Society Employees; Expense Fund

Section 50 - Violation of Chapter Provisions; Penalty