reglab/housing_qa huggingface dataset:
TN Code § 56-9-501 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-501. Part Definitions

 As used in this part, unless the context otherwise requires:   “Commissioner” means the commissioner of commerce and insurance;   “Consent” means agreement to administrative supervision by the insurer;   “Department” means the department of commerce and insurance;   “Exceeded its powers” means the following conditions:  The insurer has refused to permit examination of its books, papers, accounts, records or affairs by the commissioner, the commissioner's deputies, employees or duly commissioned examiners;   A domestic insurer has unlawfully removed from this state books, papers, accounts or records necessary for an examination of the insurer;   The insurer has failed to promptly comply with the applicable financial reporting statutes or rules and departmental requests relating to such statutes or rules;   The insurer has neglected or refused to observe an order of the commissioner to make good, within the time prescribed by law, any prohibited deficiency in its capital, capital stock or surplus;   The insurer is continuing to transact insurance or write business after its license has been revoked or suspended by the commissioner;   The insurer, by contract or otherwise, has unlawfully or has, in violation of an order of the commissioner, or has, without first having obtained written approval of the commissioner if approval is required by law:   Totally reinsured its entire outstanding business; or   Merged or consolidated substantially its entire property or business with another insurer;     The insurer engaged in any transaction in which it is not authorized to engage under the laws of this state; or   The insurer refused to comply with a lawful order of the commissioner; and     “Insurer” means and includes every person engaged as indemnitor, surety or contractor in the business of entering into contracts of insurance or of annuities, as limited to:  Any insurer who is doing an insurer business, or has transacted insurance in this state, and against whom claims arising from that transaction may exist now or in the future;   Any fraternal benefit society that is subject to chapter 25 of this title; and   Any other person subject to this chapter.
TN Code § 56-9-502 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-502. Applicability

 This chapter shall apply to:   All domestic insurers; and   Any other insurer doing business in this state whose state of domicile has asked the commissioner to apply this chapter as regards the insurer.
TN Code § 56-9-503 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-503. Administrative Supervision of Insurers by Commissioner — Grounds for Supervision — Duration of Supervision

  An insurer may be subject to administrative supervision by the commissioner if, upon examination or at any other time, it appears in the commissioner's discretion that:  The insurer's condition renders the continuance of its business hazardous to the public or to its insureds;   The insurer has exceeded its powers granted under its certificate of authority and applicable law;   The insurer has failed to comply with the applicable provisions of the insurance code;   The business of the insurer is being conducted fraudulently; or   The insurer gives its consent.     If the commissioner determines that the conditions set forth in subsection (a) exist, the commissioner shall:  Notify the insurer of the commissioner's determination;   Furnish to the insurer a written list of the requirements to abate this determination; and   Notify the insurer that it is under the supervision of the commissioner and that the commissioner is applying and effectuating this part. The action by the commissioner is subject to review pursuant to applicable state administrative procedures under the Uniform Administrative Procedures Act, compiled in title 4, chapter 5.     If placed under administrative supervision, the insurer has sixty (60) days, or another period of time as designated by the commissioner, to comply with the requirements of the commissioner, subject to this chapter.   If it is determined, after notice and hearing, that the conditions giving rise to the supervision still exist at the end of the supervision period, the commissioner may extend the period.   If it is determined that none of the conditions giving rise to the supervision exist, the commissioner shall release the insurer from supervision.
TN Code § 56-9-504 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-504. Confidentiality of Proceedings and Records — Access — Applicability

  Notwithstanding any other law and except as set forth in this section, proceedings, hearings, notices, correspondence, reports, records and other information in the possession of the commissioner or the department relating to the supervision of any insurer are confidential except as provided by this section.   The personnel of the department have access to these proceedings, hearings, notices, correspondence, reports, records or information as permitted by the commissioner.   The commissioner may open the proceedings or hearings or disclose the notices, correspondence, reports, records or information to a department, agency or instrumentality of this, or another, state or the United States, if the commissioner determines that the disclosure is necessary or proper for the enforcement of the laws of this state, another state or the United States.   The commissioner may open the proceedings or hearings or make public the notices, correspondence, reports, records or other information if the commissioner deems that it is in the best interest of the public or in the best interest of the insurer, its insureds, creditors or the general public.   This section does not apply to hearings, notices, correspondence, reports, records or other information obtained upon the appointment of a receiver for the insurer by a court of competent jurisdiction.   This section does not apply to hearings, notices, correspondence, reports, records or other information obtained by the placing under supervision of any insurer who derived as of the date of the supervision fifty-one percent (51%) or more of its total revenues for the past twelve (12) months from a contract or contracts with a governmental entity to provide health care services to enrollees in a publicly funded medical assistance program pursuant to title 71. In these cases, the hearings, notices, correspondence, reports, records, or other information which reflect the financial solvency of the insurer obtained during the supervision shall be open to the public under the Tennessee Public Records Act, compiled in title 10, chapter 7, unless otherwise required to be maintained as confidential under the federal or state law. An insurer within fifteen (15) days from the notice of supervision may apply to the court for a stay of application of this subsection (f), or for a protective order for particularized information that is proprietary in nature, the disclosure of which would be injurious to the rehabilitation of the insurer. This subsection (f) shall be stayed from the notice of supervision until a court of competent jurisdiction rules on the application for a stay or a protective order.
TN Code § 56-9-505 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-505. Acts the Commissioner May Prohibit During Period of Supervision

 During the period of supervision, the commissioner or the commissioner's designated appointee shall serve as the administrative supervisor. The commissioner may provide that the insurer may not do any of the following things during the period of supervision, without the prior approval of the commissioner or the commissioner's appointed supervisor:   Dispose of, convey or encumber any of its assets or its business in force;   Withdraw any of its bank accounts;   Lend any of its funds;   Invest any of its funds;   Transfer any of its property;   Incur any debt, obligation or liability;   Merge or consolidate with another company;   Approve new premiums or renew any policies;   Enter into any new reinsurance contract or treaty;   Terminate, surrender, forfeit, convert or lapse any insurance policy, certificate or contract, except for nonpayment of premiums due;   Release, pay or refund premium deposits, accrued cash or loan values, unearned premiums, or other reserves on any insurance policy, certificate or contract;   Make any material change in management; or   Increase salaries and benefits of officers or directors or the preferential payment of bonuses, dividends or other payments deemed preferential.
TN Code § 56-9-506 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-506. Insurers May Contest Actions of Supervisor

 During the period of supervision, the insurer may contest an action taken or proposed to be taken by the supervisor, specifying the manner wherein the action being complained of would not result in improving the condition of the insurer. Denial of the insurer's request upon reconsideration entitles the insurer to request a proceeding under the Uniform Administrative Procedures Act, compiled in title 4, chapter 5.
TN Code § 56-9-507 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-507. Commissioner — Power to Institute Judicial Proceedings

 Nothing in this chapter precludes the commissioner from initiating judicial proceedings to place an insurer in conservation, rehabilitation or liquidation proceedings or other delinquency proceedings, however designated under the laws of this state, regardless of whether the commissioner has previously initiated administrative supervision proceedings under this chapter against the insurer.
TN Code § 56-9-508 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-508. Commissioner's Authority to Adopt Rules

 The commissioner is empowered to adopt reasonable rules necessary for the implementation of this chapter.
TN Code § 56-9-509 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-509. Commissioner and Supervisor — Meetings to Carry Out Duties

 Notwithstanding any other law, the commissioner may meet with a supervisor appointed under this chapter and with the attorney or other representative of the supervisor, without the presence of any other person, at the time of any proceeding or during the pendency of any proceeding held under this chapter, to carry out the commissioner's duties under this chapter or for the supervisor to carry out the supervisor's duties under this chapter.
TN Code § 56-9-510 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-510. Commissioner and Department — Limitation of Liability

 There shall be no liability on the part of, and no cause of action of any nature shall arise against, the commissioner or the department or its employees or agents for any action taken by them in the performance of their powers and duties under this chapter.
TN Code § 56-9-511 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 9 - Insurers Rehabilitation and Liquidation Act|Part 5 - Supervision|§ 56-9-511. Costs of Administrative Supervision

  The commissioner shall have the discretion to require any insurer placed under administrative supervision, as authorized by this part, to pay any and all appropriate and reasonable costs incurred during the supervision, including, but not limited to:  The expenses of the commissioner or the commissioner's designated appointee; and   The compensation of the experts, actuaries and examiners as may be contracted for by the commissioner or the commissioner's designated appointee for the purpose of assisting in the supervision. The compensation shall be fixed at a reasonable amount commensurate with usual compensation for like services and shall not exceed one hundred fifty percent (150%) of the compensation and per diem allowances set forth in the guidelines adopted by the National Association of Insurance Commissioners.     The costs of an administrative supervision incurred by the commissioner shall be paid into the department for its use and benefit in meeting the expenses and compensation for the persons engaged in the supervision.
TN Code § 56-10-101 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 10 - Merger, Consolidation and Exchange of Stock|Part 1 - General Provisions|§ 56-10-101. Right to Merge, Consolidate or Exchange Stock

 By complying with this chapter, a domestic stock insurance company, referred to in this chapter as the “domestic company,” may effect:   A merger or consolidation with one (1) or more domestic stock insurance companies, or with one (1) or more foreign stock insurance companies, if the merger or consolidation is authorized by the laws of the state under which each such foreign company is organized; or   An exchange of all the outstanding stock of its shareholders with a domestic stock corporation, or with a foreign stock corporation authorized to do business in this state, if the exchange is authorized by the laws of the state under which the foreign corporation is organized, the domestic or foreign corporation being referred to in this chapter as the “acquiring corporation,” which acquiring corporation pays or provides the following consideration:  Shares of stock or other securities issued by the acquiring corporation;   Cash;   Other consideration; or   Any combination of such stock or other securities, cash or other consideration.
TN Code § 56-10-102 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 10 - Merger, Consolidation and Exchange of Stock|Part 1 - General Provisions|§ 56-10-102. Procedure for Merger, Consolidation or Exchange of Stock

 The constituent insurance companies may adopt a plan of merger or consolidation, or the domestic insurance company and the acquiring corporation may adopt a plan of exchange of stock, as provided in §§ 56-10-103 — 56-10-106.
TN Code § 56-10-103 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 10 - Merger, Consolidation and Exchange of Stock|Part 1 - General Provisions|§ 56-10-103. Approval of the Boards of Directors

  The board of directors of each such corporation shall adopt a resolution approved by a majority of the whole board setting forth the proposed plan of merger, consolidation or exchange, and directing that it be submitted to a vote at a meeting of shareholders, which may be either an annual or a special meeting. The plan shall set forth:  The name of each corporation that is a party to the plan and, if the name of any of them has been changed, the name under which it was formed; and the name of the surviving corporation or the name, or the method of determining the name, of the consolidated corporation;   The terms and conditions of the proposed merger, consolidation or exchange of stock;   The manner and basis of carrying the merger, consolidation or exchange into effect; and   In the case of a merger, a statement of any amendments or changes in the charter of the surviving corporation to be effected by the merger; or in the case of a consolidation, all statements required to be included in the charter for a new corporation formed pursuant to title 48, chapter 12 or chapter 52, as applicable.     No director, officer, agent or employee of any such corporation shall receive any fee, commission, compensation or other valuable consideration whatsoever for in any manner aiding, promoting or assisting in the adoption or approval of the plan except as specifically set forth in the plan.
TN Code § 56-10-105 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 10 - Merger, Consolidation and Exchange of Stock|Part 1 - General Provisions|§ 56-10-105. Approval of Shareholders

 The plan as approved by the commissioner shall then be submitted to a vote of the shareholders of each corporation that is a party to the plan at an annual or special meeting of the shareholders. Written notice of the meeting shall be given in the manner required by § 48-17-105, shall state the right of a shareholder to dissent and receive fair value for the shareholder's shares, and shall contain a copy or summary of the plan of merger, consolidation, or exchange. The plan shall be approved upon receiving the affirmative votes of the holders of at least two thirds (2/3) of the outstanding shares of capital stock of each such corporation or of such larger proportion of shares as may be specified in the plan. Notwithstanding the approval, and at any time prior to the effective date of the plan as provided in § 56-10-109, the plan may be abandoned pursuant to provisions therefor, if any, set forth in the plan.
TN Code § 56-10-106 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 10 - Merger, Consolidation and Exchange of Stock|Part 1 - General Provisions|§ 56-10-106. Foreign Corporations

  If one (1) or more of the constituent corporations to a merger or consolidation is a foreign corporation, the merger or consolidation shall be carried out in the following manner:  Each domestic corporation shall comply with this chapter with respect to the merger or consolidation of domestic companies, and each foreign corporation shall comply with the applicable provisions of the laws of the state under which it is organized; and   If the surviving or new corporation is to be governed by the laws of any state other than this state, it shall comply with §§ 48-25-101 — 48-25-305 with respect to foreign corporations, if it is to transact business or to conduct affairs in this state, and in every case shall file with the secretary of state of this state:  An agreement that it may be served with process in this state in any proceeding for the enforcement of any obligation of any domestic corporation that is a party to the merger or consolidation and in any proceeding for the enforcement of the rights of a dissenting shareholder of any such domestic corporation against the surviving or consolidated corporation, and an irrevocable appointment of the secretary of state of this state as its agent to accept service of process in any such proceeding; and   An agreement that it will promptly pay to the dissenting shareholders of any such domestic corporation the amount, if any, to which they shall be entitled under § 56-10-110.       The effect of the merger or consolidation shall be the same as in the case of the merger or consolidation of domestic corporations, except insofar as the laws of the state governing the surviving or consolidated company provide otherwise.   In the case of an exchange of securities, if the acquiring corporation is a foreign corporation, then the corporation shall comply with the applicable provisions of the laws of the state under which it is organized. The foreign acquiring corporation shall also procure a certificate of authority to transact business and conduct affairs in Tennessee pursuant to §§ 48-25-101 — 48-25-305 and shall comply with all the law of this state relating to foreign corporations. The effect of the exchange of securities shall be as provided by this chapter, except insofar as the laws of the state under which the foreign acquiring corporation is organized provide otherwise.
TN Code § 56-10-107 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 10 - Merger, Consolidation and Exchange of Stock|Part 1 - General Provisions|§ 56-10-107. Articles of Merger or Consolidation — Agreement of Exchange of Stock

  After the plan of merger or consolidation is approved by the shareholders of each constituent corporation, appropriate articles of merger or consolidation shall be executed by the president or any vice president and the secretary or any assistant secretary of each such corporation and filed in triplicate with the commissioner. If the articles of merger or consolidation show that the plan of merger or consolidation has been duly approved by the shareholders of each constituent corporation, as required in § 56-10-105, and otherwise conforms to the law, the commissioner shall endorse approval on each copy of the articles, shall record one (1) copy in the commissioner's office as provided in § 56-1-604, and shall return the other two (2) copies to the domestic company for filing and recording with the secretary of state and the register of that county in which the surviving or consolidated company has its principal office, in the same manner as provided for certificates of incorporation.   After the plan of exchange of stock is approved by the shareholders of the domestic company and the acquiring corporation, an appropriate agreement of exchange shall be executed by the president or any vice president and the secretary or any assistant secretary of each such corporation and filed in triplicate with the commissioner. If the agreement shows that the plan of exchange has been duly approved by the shareholders of the domestic company and the acquiring corporation as required by § 56-10-105 and otherwise conforms to the law, the commissioner shall endorse approval on each copy thereof, shall record one (1) copy in the commissioner's office, as provided in § 56-1-604, and shall return one (1) copy to the domestic company and to the acquiring corporation.
TN Code § 56-10-108 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 10 - Merger, Consolidation and Exchange of Stock|Part 1 - General Provisions|§ 56-10-108. Merger of Subsidiary Company

 If the domestic company owns at least ninety percent (90%) of the outstanding shares of another domestic or foreign stock insurance company, it may merge the other company into itself without approval by a vote of the shareholders of either company in accordance with § 48-21-102. In the event, the approval of the commissioner shall be obtained in the manner specified in § 56-10-104.
TN Code § 56-10-109 (2021)
2021 Tennessee Code|Title 56 - Insurance|Chapter 10 - Merger, Consolidation and Exchange of Stock|Part 1 - General Provisions|§ 56-10-109. Effect of Merger, Consolidation or Exchange of Stock

  The effect of the merger or consolidation shall be as provided in § 48-21-108.   The plan of exchange and the issuance and exchange of securities provided for therein shall become effective when the agreement of exchange has been recorded by the commissioner, or upon such later date as may be specified in the agreement, which may not be later than thirty (30) days after the recording. Upon the plan of exchange becoming effective, the issuance and exchange of securities provided for therein shall be deemed to have been consummated, each shareholder of the domestic company shall cease to be a shareholder of the company and the ownership of all shares of the issued and outstanding stock of the domestic company shall vest in the acquiring corporation automatically without any physical transfer or deposit of certificates representing the shares.   Certificates representing shares of stock of the domestic company prior to the plan of exchange becoming effective shall, after the plan of exchange becomes effective, represent:  Shares of the issued and outstanding capital stock or other securities issued by the acquiring corporation; and   The right, if any, to receive such cash or other consideration upon such terms as shall be specified in the plan of exchange. The certificates representing shares of stock of the domestic company may, after the plan of exchange becomes effective, be exchanged for shares of stock or other securities issued by the acquiring corporation or cash or other consideration or any combination thereof upon the terms as are specified in the plan of exchange.