reglab/housing_qa huggingface dataset:
WI Stat § 644.15 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.15 - Sale of voting stock; subscription rights; dividends.

644.15  Sale of voting stock; subscription rights; dividends. (1) (a) No solicitation for the initial sale to 3rd parties of the voting stock of the converted insurance company or any intermediate stock holding company may be made without the approval of the commissioner under s. 611.31 (2) and without the approval of the commissioner and the members of the mutual holding company as follows:1. If the mutual holding company plan includes a plan for the initial sale of voting stock, such approval shall be given at the time that the mutual holding company plan is approved under s. 644.07 (7) and (8).2. If the mutual holding company plan does not include a plan for the initial sale of voting stock of the converted insurance company or any intermediate stock holding company, the board of the converted insurance company or any intermediate stock holding company, following the procedures under s. 644.07 (2) to (8), may adopt a plan for the initial sale of voting stock to 3rd parties at any future date.(b) Prior to every issue of voting stock of the converted insurance company and any intermediate stock holding company, the commissioner, in addition to the approval required under s. 611.31 (2), shall approve the price of the stock, or the procedure for setting and determining the price of the stock, as fair and equitable to the company issuing the stock. (2) No initial public offering of voting stock of the converted insurance company or any intermediate stock holding company may be conducted unless the persons who were members of the mutual holding company at the time such offering was approved by resolution of the board are afforded subscription rights in conjunction with the stock offering. (3) If the converted insurance company is a life insurance company, before any approval for the initial sale of voting stock is granted the commissioner shall find the dividend plan fair and equitable to policyholders. (4) Dividends and other distributions to the shareholders of the converted insurance company or any intermediate stock holding company of a converted insurance company may not be made except in compliance with ss. 617.22 and 617.225.History:  1997 a. 227.
WI Stat § 644.16 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.16 - Board of directors, committees and records.

644.16  Board of directors, committees and records. (1) Board of directors. Subject to this section, ss. 181.0801 (1) and (2), 181.0802, 181.0811, 611.51 (2), (3), (5) and (8) and 611.53 (1) and (3) apply to mutual holding companies. Section 181.0824 applies to the board of a mutual holding company except as modified by s. 611.10. The board shall manage the business and affairs of the corporation and may not delegate its power or responsibility to do so, except to the extent authorized by ss. 181.0825 and 181.0841. (2)  Committees of directors. Section 181.0825 applies to mutual holding companies.  (3)  Records. (a) Section 611.51 (9) (am) and (b) applies to mutual holding companies.(b) Any provision of this chapter or of the articles or bylaws of a mutual holding company that requires the keeping of records concerning the names and addresses of members entitled to vote shall be considered complied with by the keeping of a record of the names of policyholders of, and the names and addresses of insureds or persons paying premiums on the policies of, the converted insurance company. Any provision of this chapter or of the articles or bylaws of a mutual holding company that requires the mailing or sending of notices, reports, proposals, ballots or other materials to a member shall be considered complied with if such mailing is made to the insured or the person paying premiums on the policy of the converted insurance company, for delivery to the policyholder. (4)  Director conflicts of interest. Section 611.60 applies to mutual holding companies. History:  1997 a. 227; 1999 a. 30.
WI Stat § 644.17 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.17 - Removal of officers.

644.17  Removal of officers. Sections 181.0843 and 181.0844 apply to mutual holding companies. History:  1997 a. 227; 1999 a. 30.
WI Stat § 644.18 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.18 - Directors' and officers' liability and indemnification.

644.18  Directors' and officers' liability and indemnification. (1) Liability. Sections 181.0850 to 181.0855, except s. 181.0855 (2) (c), apply to mutual holding companies. (2)  Indemnification. Sections 181.0871 to 181.0881 and 181.0889 apply to mutual holding companies. (3)  Insurance. Section 181.0883 applies to mutual holding companies. (4)  Derivative actions. Sections 181.0740 to 181.0747 apply to mutual holding companies. History:  1997 a. 227; 1999 a. 30.
WI Stat § 644.19 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.19 - Executive compensation.

644.19  Executive compensation. (1) General. Section 611.63 (4) and (5) applies to mutual holding companies. (2)  Approval by members. A benefit plan or amendment to a benefit plan that proposes to provide benefits in the form of stock or stock options of a converted insurance company or any intermediate stock holding company to the directors or officers of the converted insurance company, intermediate stock holding company or mutual holding company may not take effect unless it is submitted to a vote of the members of the mutual holding company and approved by a majority of the members voting. Notice of a meeting at which a vote under this subsection will be taken shall be given in accordance with s. 644.14 (1) or (2). (3)  Notice to commissioner. The commissioner may by rule require that any action taken by the board of a mutual holding company, or the board of any intermediate stock holding company, on any of the subjects specified in s. 181.0302 (11) to (14) be reported to the commissioner within 30 days after the action is taken. History:  1997 a. 227; 1999 a. 30.
WI Stat § 644.20 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.20 - Management contract services.

644.20  Management contract services. A mutual holding company may not be a party to a contract that has the effect of delegating to a person, to the substantial exclusion of the board, the authority to exercise any management control of the mutual holding company or of any of its major corporate functions.History:  1997 a. 227.
WI Stat § 644.21 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.21 - Annual report of domestic mutual holding company.

644.21  Annual report of domestic mutual holding company. Each mutual holding company domiciled in this state shall file such annual report as may be prescribed by the commissioner by rule.History:  1997 a. 227.
WI Stat § 644.22 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.22 - Securities regulation.

644.22  Securities regulation. A membership interest in a domestic mutual holding company shall not constitute a security, as defined in s. 551.102 (28).History:  1997 a. 227; 2007 a. 196.
WI Stat § 644.23 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.23 - Authority to issue mutual bonds and contribution notes.

644.23  Authority to issue mutual bonds and contribution notes. Section 611.33 (2) (a), (b), (c) and (e) applies to mutual holding companies. In the event of dissolution under this chapter, unpaid amounts of principal and interest on contribution notes shall be subordinated to the payment of principal and interest on any mutual bonds issued by the mutual holding company at any time.History:  1997 a. 227.
WI Stat § 644.24 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.24 - Subsequent restructuring.

644.24  Subsequent restructuring. A mutual holding company, in conjunction with the converted insurance company and any intermediate stock holding company, may merge together and convert into a mutual insurance company if the requirements of ss. 611.72 and 611.75 are met and the members of the mutual holding company vote to approve the merger and conversion into a mutual insurance company.History:  1997 a. 227.
WI Stat § 644.26 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.26 - Transfer of business or assets of mutual holding companies.

644.26  Transfer of business or assets of mutual holding companies. (1) A sale, lease, exchange or other disposition of less than substantially all of the property and assets of a mutual holding company, and the mortgage or pledge of any or all property and assets of a mutual holding company, whether or not made in the usual and regular course of its affairs, may be made upon the terms and conditions authorized by the mutual holding company's board of directors. Unless otherwise provided by the articles of incorporation, consent of the members is not required for a sale, lease, exchange or other disposition of property, or for a mortgage or pledge of property, authorized under this subsection. (2) A sale, lease, exchange or other disposition of all or substantially all of the property and assets of a mutual holding company may be made upon such terms and conditions as may be authorized in the following manner:(a) If the articles of incorporation give members the right to vote on the sale, lease, exchange or other disposition of all or substantially all of the mutual holding company's property and assets, the board of directors shall adopt a resolution recommending the sale, lease, exchange or other disposition and directing that it be submitted to a vote at an annual or special meeting of the members. Written notice stating that the purpose, or one of the purposes, of the meeting is to consider the sale, lease, exchange or other disposition of all or substantially all of the property and assets of the mutual holding company shall be given to each member entitled to vote at the meeting, within the time and in the manner provided by this chapter for providing notice of member meetings. At the meeting, the members may authorize the sale, lease, exchange or other disposition and may authorize the board of directors to fix any or all of the terms and conditions of the sale, lease, exchange or other disposition. The authorization shall be by the affirmative vote of at least two-thirds of the members present or represented by proxy at the meeting. After the authorization by a vote of the members, the board of directors, nevertheless, in its discretion, may abandon the sale, lease, exchange or other disposition, subject to the rights of 3rd parties under any contracts relating thereto, without further action or approval by the members.(b) If the articles of incorporation do not give members the right to vote on the sale, lease, exchange or other disposition of all or substantially all of a mutual holding company's property and assets, the sale, lease, exchange or other disposition may be authorized by the vote of the majority of the directors in office. History:  1997 a. 227; 1999 a. 30.
WI Stat § 644.27 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.27 - Merger and consolidation of mutual holding companies.

644.27  Merger and consolidation of mutual holding companies. Section 611.73 applies to mutual holding companies.History:  1997 a. 227.
WI Stat § 644.28 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.28 - Voluntary dissolution of domestic mutual holding companies.

644.28  Voluntary dissolution of domestic mutual holding companies. (1) Plan of dissolution. Subject to this section, ss. 181.1401 to 181.1407 apply to mutual holding companies. (2)  Approval by the commissioner.  (a) At least 60 days prior to the submission to members of any proposed voluntary dissolution of a mutual holding company under s. 181.1401, the plan shall be filed with the commissioner. The commissioner may require the submission of additional information relevant to the effect of the proposed dissolution on the solvency of the converted insurance company. The commissioner shall approve the dissolution unless, after a hearing, the commissioner finds that dissolution of the mutual holding company would cause the converted insurance company to become insolvent, would be unfair or inequitable to the members of the mutual holding company or would not be in the best interests of the policyholders of the converted insurance company or the public.(b) The acquisition of the converted insurance company and any other insurance company owned directly or indirectly by a dissolving mutual holding company shall be subject to ss. 611.71 and 611.72 and ch. 617. (3)  Revocation of voluntary dissolution. If the mutual holding company revokes the voluntary dissolution proceedings under s. 181.1404, a copy of the resolution revoking the voluntary dissolution proceedings adopted under s. 181.1404 shall be filed with the commissioner.  (4)  Filing and recording articles of dissolution and effect thereof. Upon approval by the commissioner under sub. (2) and by the members under s. 181.1401, the mutual holding company shall file articles of dissolution with the commissioner. When the articles are filed, the existence of the mutual holding company shall cease, except for the purpose of suits, other proceedings and appropriate corporate action of members, directors and officers as provided in this chapter and in ss. 181.1401 to 181.1407. Upon the filing of the articles, the commissioner may issue a certificate of dissolution.  (5)  Distribution of assets. No distribution may be made to members of a mutual holding company in excess of the amounts to which they would be entitled under s. 645.72 (4) (b) had the converted insurance company not reorganized and formed a mutual holding company. Any excess over such amounts shall be paid into the state treasury to the credit of the common school fund.History:  1997 a. 227; 1999 a. 30.
WI Stat § 644.29 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 644 - Domestic mutual insurance holding companies.|644.29 - Involuntary dissolution of domestic mutual holding companies.

644.29  Involuntary dissolution of domestic mutual holding companies. A mutual holding company may at any time during a voluntary dissolution under ss. 181.1401 to 181.1407 apply to the commissioner to have dissolution continued under the commissioner's supervision. Any distribution to members shall be limited in the same manner as under s. 644.28 (5) and any excess over such amounts shall be paid into the state treasury to the credit of the common school fund. History:  1997 a. 227; 1999 a. 30.
WI Stat § 645.01 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 645 - Insurers rehabilitation and liquidation.|645.01 - Short title, construction and purpose.

645.01  Short title, construction and purpose. (1) Short title. This chapter may be cited as the “Insurers Rehabilitation and Liquidation Act". (2)  Construction: no limitation of powers. This chapter shall not be interpreted to limit the powers granted the commissioner by other provisions of the law. (3)  Liberal construction. This chapter shall be liberally construed to effect the purpose stated in sub. (4). (4)  Purpose. The purpose of this chapter is the protection of the interests of insureds, creditors, and the public generally, with minimum interference with the normal prerogatives of proprietors, through:(a) Early detection of any potentially dangerous condition in an insurer, and prompt application of appropriate corrective measures, neither unduly harsh nor subject to the kind of publicity that would needlessly damage or destroy the insurer;(b) Improved methods for rehabilitating insurers, by enlisting the advice and management expertise of the insurance industry;(c) Enhanced efficiency and economy of liquidation, through clarification and specification of the law, to minimize legal uncertainty and litigation;(d) Equitable apportionment of any unavoidable loss;(e) Lessening the problems of interstate rehabilitation and liquidation by facilitating cooperation between states in the liquidation process, and by extension of the scope of personal jurisdiction over debtors of the insurer outside this state; and(f) Regulation of the insurance business by the impact of the law relating to delinquency procedures and substantive rules on the entire insurance business.History:  1979 c. 89, 102, 177.Although the circuit court had subject matter jurisdiction, because New Jersey has adopted insurance rehabilitation legislation similar to ch. 645 that seeks to satisfy the same policy objectives as ch. 645, the principal of comity required the court to yield to the rehabilitation court in New Jersey and dismiss the claim of a Wisconsin resident against the insurer. Isermann v. MBL Life Assurance Corp. 231 Wis. 2d 136, 605 N.W.2d 210 (Ct. App. 1999), 98-2846.
WI Stat § 645.02 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 645 - Insurers rehabilitation and liquidation.|645.02 - Persons covered.

645.02  Persons covered. The proceedings authorized by this chapter may be applied to all of the following: (1) All insurers who are doing, or have done, an insurance business in this state, and against whom claims arising from that business may exist now or in the future. (2) All insurers who purport to do an insurance business in this state. (3) All insurers who have insureds resident in this state. (4) All other persons organized or in the process of organizing with the intent to do an insurance business in this state. (5) All service insurance corporations under ch. 613 and all fraternals as defined in s. 614.01. (6) All licensees under ch. 616. (7) All health maintenance organizations, limited service health organizations and preferred provider plans organized under ss. 185.981 to 185.985.History:  1975 c. 223, 373, 374; 1979 c. 93, 261, 355; 1985 a. 29; 2013 a. 271.
WI Stat § 645.035 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 645 - Insurers rehabilitation and liquidation.|645.035 - Bankruptcy petition is prohibited.

645.035  Bankruptcy petition is prohibited. (1) In this section, “bankruptcy proceeding" means any proceeding under 11 USC 101 to 1330. (2) No insurer may commence a bankruptcy proceeding in which the insurer is a debtor. (3) No person, including an insurer, may commence a bankruptcy proceeding against an insurer. (4) No board of directors, director or officer of an insurer may authorize the commencement of a bankruptcy proceeding in which the insurer is a debtor or the commencement of a bankruptcy proceeding against an insurer. Any act, resolution, filing or other matter that purports to authorize the commencement of a bankruptcy proceeding in which the insurer is a debtor or against an insurer is void and without effect. (5) This section applies to all insurers, including but not limited to an insurer doing business as a health maintenance organization, as defined in s. 609.01 (2).History:  1989 a. 23.
WI Stat § 645.06 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 645 - Insurers rehabilitation and liquidation.|645.06 - Costs and expenses of litigation.

645.06  Costs and expenses of litigation. In any proceeding or action brought by the commissioner or a receiver under this chapter, the court may award such costs and other expenses of litigation to the commissioner or receiver as justice requires, without regard to the limitations otherwise prescribed by law.History:  1989 a. 23.
WI Stat § 645.07 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 645 - Insurers rehabilitation and liquidation.|645.07 - Cooperation of officers and employees.

645.07  Cooperation of officers and employees. (1) Duty to cooperate. Any officer, manager, trustee or general agent of any insurer, any attorney representing an insurer on any matter, and any other person with executive authority over or in charge of any segment of the insurer's affairs shall cooperate with the commissioner in any proceeding under this chapter or any investigation preliminary or incidental to the proceeding. “To cooperate" includes:(a) To reply promptly in writing to any inquiry from the commissioner requesting a reply; and(b) To make available and deliver to the commissioner any books, accounts, documents or other records, or information or property of or pertaining to the insurer and in the person's possession, custody or control. (2)  Duty not to obstruct. No person may obstruct or interfere with the commissioner in the conduct of any delinquency proceeding or any investigation preliminary or incidental thereto. (3)  Right to defend. This section does not make it illegal to resist by legal proceedings the petition for liquidation or other delinquency proceedings, or other orders. (4)  Sanction. Any person included within sub. (1) who fails to cooperate with the commissioner, or any person who obstructs or interferes with the commissioner in the conduct of any delinquency proceeding or any investigation preliminary or incidental thereto, is subject to s. 601.64.History:  1979 c. 93; 1979 c. 102 ss. 196, 236 (15); 1979 c. 177.
WI Stat § 645.08 (2021)
2021 Wisconsin Statutes & Annotations|Chapter 645 - Insurers rehabilitation and liquidation.|645.08 - Bonds; immunity.

645.08  Bonds; immunity. (1) Bonds. In any proceeding under this chapter the commissioner and the commissioner's deputies are responsible on their official bonds for the faithful performance of their duties. If the court deems it desirable for the protection of the assets, it may at any time require an additional bond from the commissioner or the commissioner's deputies. (2)  Immunity. No civil cause of action may arise against and no civil liability may be imposed upon the state, commissioner, special deputy commissioner, rehabilitator or liquidator, or their employees or agents, or the insurance security fund under ch. 646 or its agents, employees, directors or contributor insurers, for an act or omission by any of them in the performance of their powers and duties under this chapter or in the performance of their powers and duties relating to regulation of the capital or solvency of an insurer under chs. 600 to 646, including the compulsory or security surplus requirements under ch. 623. This subsection does not apply to a civil cause of action arising from an act or omission that is criminal under ch. 943. Such a cause of action, however, may be barred or limited by common law, sovereign immunity, governmental immunity or otherwise by law.History:  1979 c. 93; 1979 c. 102 s. 236 (14); 1989 a. 23; 1996 a. 396.Sub. (2) does not bar a rehabilitation plan from extending immunity to individuals and entities not listed in this section. There is no such limiting language in the statute. Nickel v. Wells Fargo Bank, 2013 WI App 129, 351 Wis. 2d 539, 841 N.W.2d 482, 10-2022.