140 
sult of a previous conversion under State law from 
an insurer in mutual form to an insurer in stock 
form, and, after the conversion under this section, 
the mutual holding company would not control any 
other State insurers having policies in force that give 
rise to membership in the mutual holding company, 
then, notwithstanding any other provision of law, in 
accordance with this section and regulations issued 
by the Commissioner— 
(A) upon the conversion under this section, 
the mutual holding company may remain a cor-
poration organized under the law of the State 
under which it was incorporated or may merge 
into a mutual holding company incorporated 
under the law of another State; and 
(B) upon and after the conversion under 
this section, the mutual holding company— 
(i) shall, to the extent provided in reg-
ulations issued by the Commissioner, be 
subject to— 
(I) title V; and 
(II) examination, reporting, regu-
lation, and other supervision under 
this Act; and 
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141 
(ii) shall not be subject to any form of 
licensing, examination, reporting, regula-
tion, or other supervision by reason of 
being a mutual holding company or relat-
ing to the rights of members, the sale, so-
licitation, negotiation, or underwriting of 
insurance (including all products of na-
tional insurers) or any other insurance op-
erations except as authorized under Fed-
eral law and except as provided in section 
1125(b), as if the mutual holding company 
were a national insurer under this Act. 
(2) CONVERSION TO A CORPORATION IN STOCK 
FORM.—Notwithstanding any other provision of law 
and in accordance with this subsection and regula-
tions issued by the Commissioner, a mutual holding 
company described in paragraph (1) may convert to 
a corporation in stock form in a manner that— 
(A) is found by the Commissioner to be 
fair and equitable to the mutual holding com-
pany and its members; and 
(B) is generally similar to conversion of an 
insurer in mutual form to a national insurer in 
stock form pursuant to section 1243. 
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142 
(f) NO DELEGATION PERMITTED.—The Commis-
sioner may not delegate any authority under this section 
involving the conversion of a State insurer into a national 
insurer or a State insurance agency into a national agency 
to any insurance self-regulatory organization. 
SEC. 1207. CONVERSION OF NATIONAL INSURER TO STATE 
INSURER OR NATIONAL AGENCY TO STATE 
AGENCY. 
(a) IN GENERAL.—Subject to such notification proce-
dures as the Commissioner may prescribe by regulation, 
a national insurer may convert into a State insurer and 
a national agency may convert into a State insurance 
agency, in accordance with applicable State law. 
(b) SAVINGS PROVISION.—Nothing in this section or 
in the conversion of a national insurer into a State insurer 
or a national agency into a State insurance Agency shall 
operate to abrogate any rights, privileges, liabilities, prop-
erty interests, or other interests or obligations that a na-
tional insurer or national agency held or was subject to 
immediately before the conversion. 
SEC. 1208. POWERS. 
(a) IN GENERAL.—Upon issuance of its charter, a 
national insurer or national agency shall have the power, 
subject to such regulations as the Commissioner may pre-
scribe— 
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