Section 11529 Of Article 2. Execution Of Plan From California Insurance Code >> Division 2. >> Part 2. >> Chapter 13. >> Article 2.
11529
. In carrying out any such plan, the insurer may acquire any
shares of its own stock by gift, bequest or purchase. Any shares so
acquired shall, unless as a result of such acquisition all of the
shares of the insurer shall have been acquired, be acquired in trust
for the policyholders of the class or classes for whose benefit the
plan provides that the stock of the insurer shall be acquired as
hereinafter provided. Such shares shall be assigned and transferred
on the books of such insurer to three or more trustees appointed by
the insurer and approved by the commissioner under a trust agreement
approved by the commissioner. Such trustees shall hold such stock in
trust until all of the outstanding shares of capital stock of such
insurer have been acquired, but for not longer than 30 years with
such extensions of not more than five years each as may be granted by
the commissioner. Such extensions may be granted by the commissioner
if the plan so provides and if in his opinion the plan of
acquisition of all of such stock can be completed within a reasonable
period. Such trustees shall vote such stock at all corporate
meetings at which stockholders have the right to vote. When all of
the outstanding shares of capital stock of such insurer have been
acquired, all said shares shall be canceled, the certificate of
amendment of the insurer's articles of incorporation giving effect
thereto shall be filed in accordance with the provisions of Chapter 9
(commencing with Section 1300) of Division 1 of Title 1, of the
Corporations Code, and the insurer shall become a nonstock
corporation for the profit of its members and such trust shall
thereupon terminate. Thereafter such corporation shall be conducted
for the mutual benefit, ratably, of its policyholders of the class or
classes for whose benefit the stock was acquired and shall have
power to issue nonassessable policies on a reserve basis subject to
all provisions of law applicable to incorporated life insurers or
life and disability insurers, as the case may be, issuing
nonassessable policies on a reserve basis. Policies so issued may be
upon the basis of full or partial participation therein as agreed
between the insurer and the insured.
Upon the termination of any such voting trusts, either in
accordance with its terms or as hereinabove provided, such plan of
mutualization shall terminate, unless theretofore completed. Upon
such termination, unless the plan of mutualization provides for the
disposition of the shares acquired by the insurer under such plan or
for the disposition of the proceeds thereof, the shares held by such
trustees shall be disposed of in accordance with an order of the
superior court of the county in which is located the principal office
of such insurer, made upon a verified application of the
commissioner.