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WY Stat § 26-24-143 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 24 - Organization and Corporate Procedures of Legal Reserve Stock and Mutual Insurers|Section 26-24-143 - Impairment of Capital or Assets; Assessment of Stockholders or Members.

26-24-143. Impairment of capital or assets; assessment of stockholders or members.| (a) If an insurer is a stock insurer and receives the notice specified in W.S. 26-24-141(a) and to the extent that stockholders are subject to assessment under the insurer's articles of incorporation, by resolution of its board of directors, the insurer may assess its stockholders for amounts necessary to cure the deficiency and provide the insurer with a reasonable amount of additional surplus. If any stockholder fails to pay a lawful assessment after notice given to him in person, or by mail addressed to him at his address last of record with the insurer, or in any other manner the commissioner approves, the insurer may cancel and require the return of the certificates of stock then held by the stockholder. The insurer shall issue new certificates for that number of shares as the stockholder is then entitled to upon the basis of the stockholder's proportionate interest in the amount of the insurer's capital stock as the commissioner determines to be remaining unimpaired at the time of the determination of the amount of impairment under W.S. 26-24-141, after deducting from the proportionate interest the amount of the unpaid assessment. The insurer may pay for or issue fractional shares under this subsection.  (b) If an insurer is a mutual insurer and receives the notice specified in W.S. 26-24-141(a), it may levy an assessment upon members as provided in W.S. 26-24-136.  (c) Neither this section nor W.S. 26-24-141 prohibits the insurer from curing any deficiency through any lawful means.
WY Stat § 26-24-144 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 24 - Organization and Corporate Procedures of Legal Reserve Stock and Mutual Insurers|Section 26-24-144 - Impairment of Capital or Assets; Transfer of Shares During Impairment.

26-24-144. Impairment of capital or assets; transfer of shares during impairment.| Transfer of shares of stock of a domestic stock insurer made at a time when the insurer's capital or surplus is impaired, as referred to in W.S. 26-24-141(a), whether before, during or after the period allowed by the commissioner for curing the impairment, does not release the party making the transfer from liability as to impairment accruing prior to the transfer and while the party was a stockholder.
WY Stat § 26-24-145 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 24 - Organization and Corporate Procedures of Legal Reserve Stock and Mutual Insurers|Section 26-24-145 - Mutualization of Stock Insurer.

26-24-145. Mutualization of stock insurer.| (a) A stock insurer may become a mutual insurer under any reasonable plan and procedure the commissioner approves after a hearing thereon.  (b) The commissioner shall not approve any plan, procedure or mutualization unless:  (i) It is equitable to stockholders and policyholders;  (ii) It is subject to approval by the holders of not less than three-fourths (3/4) of the insurer's outstanding capital stock having voting rights, and by not less than two-thirds (2/3) of the insurer's policyholders who vote on the plan in person, by proxy or by mail pursuant to a reasonable notice and procedure the commissioner approves;  (iii) If a life insurer, the right to vote thereon is limited to holders of policies, other than term or group policies, whose policies have been in force for more than one (1) year;  (iv) Mutualization will result in retirement of shares of the insurer's capital stock at a price not exceeding the fair market value thereof as determined by competent disinterested appraisers;  (v) The plan provides for the purchase of the shares of any dissenting stockholder in the same manner and subject to the same applicable conditions as provided by the Wyoming Business Corporation Act as to rights of dissenting stockholders with respect to merger or consolidation of business corporations;  (vi) The plan provides for definite conditions to be fulfilled by a designated early date upon which the mutualization is effective; and  (vii) The mutualization leaves the insurer with surplus funds reasonably adequate for its policyholders' security and to enable it to continue successfully in business in the states in which it is then authorized to transact insurance and for the kinds of insurance included in its certificates of authority in those states.  (c) This section does not apply to a mutualization under order of the court pursuant to an insurer's rehabilitation or reorganization under chapter 28 of this code.
WY Stat § 26-24-146 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 24 - Organization and Corporate Procedures of Legal Reserve Stock and Mutual Insurers|Section 26-24-146 - Converting Mutual Insurer to Stock Insurer.

26-24-146. Converting mutual insurer to stock insurer.| (a) A mutual insurer may become a stock insurer under any plan and procedure the commissioner approves after a hearing thereon.  (b) The commissioner shall not approve any plan or procedure unless:  (i) It is equitable to the insurer's members;  (ii) It is subject to approval by vote of not less than three-fourths (3/4) of the insurer's current members voting thereon in person, by proxy or by mail at a meeting of members called for the purpose pursuant to a reasonable notice and procedure the commissioner approves, except if the insurer is a life insurer, right to vote may be limited to members who hold policies other than term or group policies, and whose policies have been in force for not less than one (1) year;  (iii) The equity of each policyholder in the insurer is determinable under a fair formula which the commissioner approves, and the equity is based upon not less than the insurer's entire surplus, after deducting contributed or borrowed surplus funds, plus a reasonable present equity in its reserves and all nonadmitted assets;  (iv) The policyholders entitled to participate in the purchase of stock or distribution of assets shall include all current policyholders and all existing persons who had been policyholders of the insurer within three (3) years prior to the date the plan was submitted to the commissioner;  (v) The plan gives to each policyholder of the insurer as specified in paragraph (iv) of this subsection, a preemptive right to acquire his proportionate part of all of the insurer's proposed capital stock, within a designated reasonable period, and to apply upon the purchase thereof the amount of his equity in the insurer as determined under paragraph (iii) of this subsection;  (vi) Shares are so offered to policyholders at a price not greater than to be thereafter offered to others;  (vii) The plan provides for payment to each policyholder not electing to apply his equity in the insurer for or upon the purchase price of stock to which preemptively entitled, of cash in the amount of not less than fifty percent (50%) of the amount of his equity not used for the purchase of stock, and which cash payment together with stock purchased, if any, constitutes full payment and discharge of the policyholder's equity as an owner of the mutual insurer; and  (viii) The plan, when completed, provides for the converted insurer paid-in capital stock and surplus in an amount not less than the minimum paid-in capital stock and maintained surplus required of a domestic stock insurer transacting like kinds of insurance, together with expendable surplus funds in an amount not less than one-half (1/2) of the required capital stock and maintained surplus.
WY Stat § 26-24-147 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 24 - Organization and Corporate Procedures of Legal Reserve Stock and Mutual Insurers|Section 26-24-147 - Merger or Consolidation of Stock Insurers.

26-24-147. Merger or consolidation of stock insurers.| (a) A domestic stock insurer may merge or consolidate with one (1) or more domestic or foreign stock insurers by complying with the applicable provisions of the statutes of this state governing the merger or consolidation of stock corporations formed for profit, but subject to subsections (b) and (c) of this section.  (b) No merger or consolidation shall be carried out unless the plan and agreement therefor have been filed with the commissioner and he approves the plan and agreement in writing after a hearing thereon including appropriate notice to the stockholders of each insurer involved. The commissioner shall approve the merger or consolidation within a reasonable time after the filing unless he finds the plan or agreement:  (i) Is contrary to law;  (ii) Is inequitable to the stockholders of any insurer involved;  (iii) Would substantially reduce the security of and service to be rendered to the domestic insurer's policyholders in this state or elsewhere;  (iv) Would materially tend to lessen competition in the insurance business in this state or elsewhere as to the kinds of insurance involved or would materially tend to create any monopoly as to that business; or  (v) Is subject to other material and reasonable objections.  (c) No director, officer, agent or employee of any insurer party to the merger or consolidation, or member of the family of a director, officer, agent or employee, shall receive any fee, commission, compensation or other valuable consideration for in any manner aiding, promoting or assisting therein except as set forth in the plan or agreement.  (d) If the commissioner does not approve the plan or agreement he shall notify the insurer in writing specifying his reasons for disapproval.
WY Stat § 26-24-148 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 24 - Organization and Corporate Procedures of Legal Reserve Stock and Mutual Insurers|Section 26-24-148 - Acquisitions and Exchanges in Shares of Another Stock Insurer.

26-24-148. Acquisitions and exchanges in shares of another stock insurer.| (a) A domestic stock insurer shall not acquire a controlling interest in the shares of another stock insurer by an exchange of securities or partly in exchange for securities and partly for cash or property, unless the insurer first submits the plan for the acquisition and exchange to the commissioner and the commissioner approves the plan.  (b) The commissioner shall not approve a plan of acquisition and exchange unless:  (i) He finds the plan is fair and equitable to all parties concerned;  (ii) He holds a hearing to which all persons to whom it is proposed to issue securities in the exchange have the right to appear;  (iii) Notice is provided and the hearing conducted as provided in chapter 2 of this code.
WY Stat § 26-24-149 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 24 - Organization and Corporate Procedures of Legal Reserve Stock and Mutual Insurers|Section 26-24-149 - Mutual and Stock Insurer Merger Prohibited; Merger or Consolidation of Mutual Insurers.

26-24-149. Mutual and stock insurer merger prohibited; merger or consolidation of mutual insurers.| (a) A domestic mutual insurer shall not merge or consolidate with a stock insurer.  (b) A domestic mutual insurer may merge or consolidate with another mutual insurer under the applicable procedures prescribed by the Wyoming Business Corporation Act, except as otherwise provided in this section.  (c) If the insurer is then unimpaired, the plan and agreement for merger or consolidation shall be submitted to and approved by at least two-thirds (2/3) of the members of each mutual insurer voting thereon at meetings called for the purpose pursuant to any reasonable notice and procedure the commissioner approves. If a life insurer, right to vote may be limited to members whose policies are other than term and group policies and have been in effect for more than one (1) year.  (d) No merger or consolidation shall be carried out unless the plan and agreement therefor are filed with the commissioner and he approves the plan and agreement in writing. If the insurer is not then impaired the commissioner shall not act upon the plan and agreement until after a hearing thereon. The commissioner shall approve the plan and agreement within a reasonable time after filing unless he finds the plan or agreement:  (i) Inequitable to the policyholders of any domestic insurer involved;  (ii) Would substantially reduce the security of and service to be rendered to policyholders of the domestic insurer in this state and elsewhere;  (iii) Would materially tend to lessen competition in the insurance business in this state or elsewhere as to the kinds of insurance involved, or would materially tend to create any monopoly as to that business; or  (iv) Is subject to other material and reasonable objections.  (e) If the commissioner does not approve the plan or agreement he shall notify the insurers in writing specifying his reasons therefor.  (f) No director, officer, agent or employee of any insurer party to the merger or consolidation, nor any other person, shall receive any fee, commission or other valuable consideration for in any manner aiding, promoting or assisting therein except as set forth in the plan and agreement.
WY Stat § 26-24-150 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 24 - Organization and Corporate Procedures of Legal Reserve Stock and Mutual Insurers|Section 26-24-150 - Bulk Reinsurance.

26-24-150. Bulk reinsurance.| (a) A domestic insurer may reinsure all or substantially all of its business in force, or all or substantially all of a major class thereof, with another insurer, stock or mutual, by an agreement of bulk reinsurance after compliance with this section. No agreement is effective unless it is filed with the commissioner and he approves it in writing.  (b) The commissioner shall approve an agreement within a reasonable time after filing if he finds that:  (i) The plan and agreement are fair and equitable to each insurer and to the policyholders involved;  (ii) The reinsurance, if carried out, would not substantially reduce the protection or service to the policyholders of any domestic insurer involved;  (iii) The agreement embodies adequate provisions by which the reinsuring insurer is liable to the original insureds for any loss or damage occurring under the policies reinsured in accordance with the original terms of the policies, and the reinsuring insurer shall furnish each insured with a certificate evidencing assumption of liability;  (iv) The assuming reinsurer is authorized to transact insurance in this state, or is qualified for authorization and will appoint the commissioner and his successors as its irrevocable attorney for service of process, as long as any policy reinsured or claim thereunder remains in force or outstanding;  (v) The reinsurance would not materially tend to lessen competition in the insurance business in this state or elsewhere as to the kinds of insurance involved, and would not materially tend to create any monopoly as to that business; and  (vi) The proposed bulk reinsurance is free of other reasonable objections.  (c) If the commissioner does not approve the agreement he shall immediately notify each insurer involved, in writing, specifying his reasons for disapproval.  (d) If for reinsurance of any of the business in force of a mutual insurer at a time when the insurer's surplus is not impaired, the plan and agreement for reinsurance shall be approved by vote of not less than two-thirds (2/3) of the mutual insurer's members voting thereon at a meeting of members called for that purpose, pursuant to any reasonable notice and procedure provided for in the agreement. If a life insurer, the right to vote may be limited to members whose policies are other than term or group policies and have been in effect for more than one (1) year.  (e) No director, officer, agent or employee of any insurer party to the reinsurance, nor any other person, shall receive any compensation for arranging the bulk reinsurance other than as provided in the agreement submitted to and approved by the commissioner.
WY Stat § 26-24-151 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 24 - Organization and Corporate Procedures of Legal Reserve Stock and Mutual Insurers|Section 26-24-151 - Mutual Members' Share of Assets Upon Liquidation.

26-24-151. Mutual members' share of assets upon liquidation.| (a) If a domestic mutual insurer is liquidated, its assets remaining after discharge of its indebtedness, policy obligations, repayment of contributed or borrowed surplus, if any, and expenses of administration, shall be distributed to currently existing persons who were members of the insurer for at least one (1) year and who were its members at any time within thirty-six (36) months preceding the date the liquidation was authorized or ordered, or the date of last termination of the insurer's certificate of authority, whichever is earlier. If the commissioner has reason to believe that the insurer's management caused or encouraged a reduction in the number of the insurer's members in anticipation of liquidation and for the purpose of reducing thereby the number of persons entitled to share in distribution of the insurer's assets, he may enlarge the thirty-six (36) month qualification period by any additional period he deems reasonable.  (b) The insurer shall make a reasonable classification of its policies held by the members specified in subsection (a) of this section and a formula based upon that classification for determining the equitable distributive share of each such member. The classification and formula are subject to the commissioner's approval.
WY Stat § 26-25-101 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 25 - Insider Trading in Domestic Insurer Securities|Section 26-25-101 - Scope and Applicability of Chapter.

26-25-101. Scope and applicability of chapter.| This chapter applies only to securities issued by domestic stock insurers.
WY Stat § 26-25-102 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 25 - Insider Trading in Domestic Insurer Securities|Section 26-25-102 - "Equity Security" Defined.

26-25-102. "Equity security" defined.| (a) As used in this chapter "equity security" means:  (i) Any stock or similar security;  (ii) Any security convertible, with or without consideration, into stock or a similar security, or carrying any warrant or right to subscribe to or purchase such a security;  (iii) Any warrant or right to subscribe to or purchase stock or a similar security; or  (iv) Any other security which the commissioner deems to be of similar nature and considers necessary or appropriate to treat as an equity security, by rules and regulations he prescribes, in the public interest or for the protection of investors.
WY Stat § 26-25-103 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 25 - Insider Trading in Domestic Insurer Securities|Section 26-25-103 - Statement of Ownership of Equity Securities; When Filing Required.

26-25-103. Statement of ownership of equity securities; when filing required.| (a) Any person who is the beneficial owner of more than ten percent (10%) of any class of any equity security of a domestic stock insurer, or who is a director or an officer of that insurer, shall:  (i) File with the commissioner within ten (10) days after he becomes the beneficial owner, director or officer, a statement, in a form the commissioner prescribes, of the amount of all the insurer's equity securities of which he is the beneficial owner; and  (ii) Within ten (10) days after the close of each calendar month following the initial filing, if there is a change in ownership during that month, file with the commissioner a statement, in a form the commissioner prescribes, indicating his ownership at the close of the calendar month and any changes in his ownership that have occurred during that calendar month.
WY Stat § 26-25-104 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 25 - Insider Trading in Domestic Insurer Securities|Section 26-25-104 - Recovery of Profits From Certain Sales and Purchases of Equity Securities.

26-25-104. Recovery of profits from certain sales and purchases of equity securities.| (a) For the purpose of preventing the unfair use of information obtained by the beneficial owner, director or officer because of his relationship to the insurer, any profit the beneficial owner, director or officer realizes from any purchase and sale, or any sale and purchase, of any equity security of the insurer within any period of less than six (6) months, unless the security is acquired in good faith in connection with a debt previously contracted, inures to and is recoverable by the insurer, even if it is the intention of the beneficial owner, director or officer in entering into the transaction of holding the security purchased or of not repurchasing the security sold for a period exceeding six (6) months from the date of the purchase or sale, as the case may be.  (b) Suit to recover the profit may be instituted in any court of competent jurisdiction by the insurer, or by the owner of any of the insurer's security in the name and in behalf of the insurer, if the insurer fails to bring suit within sixty (60) days from the date of request to do so or fails diligently to prosecute the suit thereafter. No suit to recover shall be brought more than two (2) years from the date the profit is realized.  (c) This section does not apply to any transaction:  (i) If the beneficial owner is not the beneficial owner both at the time of the purchase and sale, or the sale and purchase, of the security involved; or  (ii) Which the commissioner by rule and regulation exempts as not included within the purpose of this section.
WY Stat § 26-25-105 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 25 - Insider Trading in Domestic Insurer Securities|Section 26-25-105 - Unlawful Sales of Equity Securities.

26-25-105. Unlawful sales of equity securities.| (a) No beneficial owner, director or officer shall sell any equity security of the insurer if the person selling the security or his principal:  (i) Does not own the security sold;  (ii) If owning the security, does not deliver it against the sale within twenty (20) days from the date of sale; or  (iii) Does not within five (5) days from the date of sale deposit it in the mails or other usual channels of transportation.  (b) No person is guilty of violating this section if he proves that notwithstanding the exercise of good faith he was unable to make the delivery or deposit within the time specified in subsection (a) of this section, or that making the delivery or deposit would have caused undue inconvenience or expense.
WY Stat § 26-25-106 (2021)
2021 Wyoming Statutes|Title 26 - Insurance Code|Chapter 25 - Insider Trading in Domestic Insurer Securities|Section 26-25-106 - Excepted Securities.

26-25-106. Excepted securities.| (a) W.S. 26-25-104 does not apply to any purchase and sale, or sale and purchase, and W.S. 26-25-105 does not apply to any sale, of an equity security of a domestic stock insurer, not then or previously held by the insurer in an investment account, by a dealer in the ordinary course of his business and incident to the dealer's establishment or maintenance of a primary or secondary market, otherwise than on an exchange as defined in the Securities Exchange Act of 1934, 15 U.S.C. § 78a et seq., for the security.  (b) The commissioner, by rules and regulations he deems necessary or appropriate in the public interest, may prescribe terms and conditions for securities held in an investment account and transactions made in the ordinary course of business and incident to the establishment or maintenance of a primary or secondary market.