reglab/statecodes huggingface dataset:
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-138 - Impairment of capital or assets

(a)
(1)
(A)
If a stock or mutual insurer becomes impaired or insolvent, the Insurance Commissioner may:
(i)
Determine the amount of the deficiency; and
(ii)
Serve notice upon the insurer to make good the deficiency within thirty (30) days after service of the notice.
(B)
After a hearing, the commissioner may suspend the insurer from soliciting or writing any new coverages in this state until the deficiency is made good.
(2)
For the purposes of this section, "insolvent" or "impairment" means the same as defined in the Uniform Insurers Liquidation Act, §§
23-68-101
,
23-68-102(2)
-(13),
23-68-104
,
23-68-105
,
23-68-113
, and
23-68-115
-
23-68-120
.
(b)
The deficiency may be made good:
(1)
In cash;
(2)
In assets eligible under §
23-63-801
et seq., which refers to investments, for the investment of the insurer's funds;
(3)
If a stock insurer, by:
(A)
Reduction of the stock insurer's capital to an amount not below the minimum required for the kinds of insurance thereafter to be transacted; or
(B)
Amendment of its certificate of authority to cover only such kinds of insurance thereafter for which the stock insurer has sufficient capital; or
(4)
If a mutual insurer, by amendment of its certificate of authority to cover only the kinds of insurance thereafter for which the mutual insurer has sufficient surplus.
(c)
(1)
If the deficiency is not made good and proof filed with the commissioner within the thirty-day period:
(A)
The insurer shall be deemed insolvent; and
(B)
The commissioner shall institute delinquency proceedings against the insurer under the Uniform Insurers Liquidation Act, §§
23-68-101
,
23-68-102(2)
-(13),
23-68-104
,
23-68-105
,
23-68-113
, and
23-68-115
-
23-68-120
.
(2)
(A)
However, the commissioner, upon application and submission of good cause, may extend the period that the deficiency may be made good and proof filed, but for no more than an additional thirty (30) days if the deficiency exists because of:
(i)
Increased loss reserves required by the commissioner; or
(ii)
Disallowance by the commissioner of certain assets or reduction of the value at which carried in the insurer's accounts.
(B)
However, acquisitions or changes of control of an impaired or insolvent domestic insurer that is or has applied to become an affiliate or subsidiary of a depository institution under federal law shall comply with the periods stated to restore capital or surplus.
(d)
This section applies in addition to or in conjunction with the insurance laws of this state, including without limitation the Risk-Based Capital Act, §
23-63-1301
et seq., and §
23-63-1501
et seq.
Acts 1959, No. 148, § 493; 1977, No. 373, §§ 1, 2; A.S.A. 1947, § 66-4241; Acts 2001, No. 1604, § 58; 2003, No. 540, § 1; 2011, No. 760, § 10.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-139 - Assessment of stockholders or members

(a)
Any insurer receiving the Insurance Commissioner's notice mentioned in §
23-69-138(a)
:
(1)
(A)
If a stock insurer, by resolution of its board of directors and subject to any limitations upon assessment contained in its articles of incorporation, may assess its stockholders for amounts necessary to cure the deficiency and provide the insurer with a reasonable amount or surplus in addition.
(B)
If any stockholder fails to pay a lawful assessment after notice given to him or her in person or by advertisement in such time and manner as approved by the commissioner, the insurer may require the return of the original certificate of stock held by the stockholder, and in cancellation and in lieu thereof issue a new certificate for such number of shares as the stockholder may then be entitled to, upon the basis of the stockholder's proportionate interest in the amount of the insurer's capital stock as determined by the commissioner to be remaining at the time of determination of amount of impairment under §
23-69-138
, after deducting from the proportionate interest the amount of the unpaid assessment.
(C)
The insurer may pay for or issue fractional shares under this subsection; or
(2)
If a mutual insurer, shall levy such an assessment upon members as is provided for under §
23-69-124
.
(b)
Neither this section nor §
23-69-138
shall be deemed to prohibit the insurer from curing any deficiency through any lawful means other than those referred to in those sections.
Acts 1959, No. 148, § 494; A.S.A. 1947, § 66-4242.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-140 - Mutualization of stock insurers

(a)
A stock insurer other than a title insurer may become a mutual insurer under such plan and procedure as may be approved by the Insurance Commissioner after a hearing thereon.
(b)
The commissioner shall not approve any plan, procedure, or mutualization unless:
(1)
It is equitable to stockholders and policyholders;
(2)
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 such notice and procedure as may be approved by the commissioner;
(3)
If a life insurer, the right to vote thereon is limited to holders of policies other than term or group policies and whose policies have been in force for more than one (1) year;
(4)
Mutualization will result in retirement of shares of the insurer's capital stock at a price not in excess of the fair market value thereof as determined by competent disinterested appraisers;
(5)
The plan provides for the purchase of the shares of any nonconsenting stockholder in the same manner and subject to the same applicable conditions as provided by §
23-69-148
as to rights of nonconsenting stockholders, with respect to consolidation or merger of insurance corporations;
(6)
The plan provides for definite conditions to be fulfilled by a designated early date upon which the mutualization will be deemed effective; and
(7)
The mutualization leaves the insurer with surplus funds reasonably adequate for the security of its policyholders 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 the states.
(c)
This section shall not apply to mutualization under order of court pursuant to rehabilitation or reorganization of an insurer under §
23-68-101
et seq., or to formations of or conversions to domestic mutual holding companies under other provisions of this act. Further, with regard to proposed transactions of a domestic insurer which is a subsidiary or affiliate of a depository institution, the hearing shall be concluded and the order issued within the sixty-day period preceding the effective date of the transaction, and the order shall be final upon entry, pursuant to federal law. Further, any restoration of capital or surplus or special surplus required for approval of the transaction affecting the depository institution's affiliate or subsidiary shall also be accomplished within the same sixty-day period.
Acts 1959, No. 148, § 495; A.S.A. 1947, § 66-4243; Acts 2001, No. 1604, § 59.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-143 - Mergers and consolidations - Mutual insurers

(a)
A domestic mutual insurer may merge or consolidate with another mutual or stock insurer under the applicable procedures prescribed by §
23-69-144
, except as provided in this section.
(b)
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 involved voting thereon at meetings called for the purpose pursuant to such reasonable notice and procedure as has been approved by the Insurance Commissioner. If a life insurer, the 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.
(c)
No merger or consolidation shall be effectuated unless in advance thereof the plan and agreement therefor have been filed with the commissioner and approved by him or her in writing after a hearing thereon. The commissioner shall give approval within a reasonable time after the filing unless he or she finds such a plan or agreement:
(1)
Is inequitable to the policyholders of any domestic insurer involved; or
(2)
Would substantially reduce the security of and service to be rendered to policyholders of the domestic insurer in this state and elsewhere.
(d)
If it is proposed to merge or consolidate a mutual insurer into or with a stock insurer, the provisions of §
23-69-141
, referring to converting a mutual insurer, shall apply as to the rights and equities of the members of the mutual insurer to the fullest extent deemed by the commissioner to be feasible and reasonable.
(e)
If the commissioner does not approve the plan or agreement, he or she shall so notify the insurers in writing specifying his or her reasons therefor.
(f)
Section
23-69-142(f)
shall also apply as to mergers and consolidations of the mutual insurers.
(g)
With regard to proposed transactions affecting an affiliate or subsidiary of a depository institution, the hearing shall be concluded and the order issued within the sixty-day period preceding the effective date of the transaction, and these orders shall be final upon entry, pursuant to federal law. Further, any restoration of capital, surplus, or special surplus required for approval of the transaction affecting the depository institution's affiliate or subsidiary shall also be accomplished within the same sixty-day period.
(h)
This section shall not apply to formations of, or insurer conversions to, domestic mutual holding companies under other provisions of the Arkansas Insurance Code.
Acts 1959, No. 148, § 498; A.S.A. 1947, § 66-4246; Acts 2001, No. 1604, § 63.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-145 - Effect of merger or consolidation

(a)
When the agreement of merger or consolidation as filed with the Insurance Commissioner as required under §
23-69-144
becomes effective, the separate existence of the constituent corporations shall cease, and they shall become a single corporation in accordance with the agreement, possessing all rights, privileges, powers, franchises, and immunities of a public as well as of a private nature and being subject to all the liabilities and duties of each of the corporations so merged or consolidated, and all, and singular, the rights, privileges, powers, franchises, and immunities of each of the corporations and all property, real, personal, and mixed, and all debts owing on whatever account and all other things in action of or belonging to each of the corporations shall be vested in the surviving or consolidated corporation. All property, rights, privileges, powers, franchises, and immunities and all and every other interest shall be thereafter the property of the surviving or consolidated corporation as effectually as they were of the several and respective constituent corporations.
(b)
However, all rights of creditors and all liens upon the property of any of the constituent corporations shall be preserved unimpaired, limited in lien to the property affected by the lien at the time of the merger or consolidation. All debts, liabilities, and duties of the respective constituent corporations shall thenceforth attach to the surviving or consolidated corporation and may be enforced against it to the same extent as if the debts, liabilities, and duties had been incurred or contracted by it.
Acts 1971, No. 301, § 4; A.S.A. 1947, § 66-4248.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-146 - Effect of exchange under plan of exchange

(a)
(1)
When the plan of exchange of shares, as filed with the Insurance Commissioner as required under §
23-69-144
, becomes effective, the exchange provided for therein is considered to have been consummated, and each shareholder of the domestic stock insurance company acquired ceases to be a shareholder of the company.
(2)
The ownership of all shares of the issued and outstanding stock of the company, except shares payment of the value of which is required to be made by the company under §
23-69-148
, vests in the acquiring person automatically without any physical transfer or deposit of certificates representing the shares.
(3)
All shares, payment of the value of which is required to be made by the company under §
23-69-148
, are considered no longer outstanding shares of the company.
(4)
The acquiring person thereupon becomes the sole shareholder of the domestic stock insurance company and has all the rights, privileges, immunities, and powers and, except as otherwise provided, is subject to all of the duties and liabilities to the extent provided by law of a shareholder of an insurance company organized under the laws of this state.
(b)
(1)
Certificates representing shares of the domestic insurance company to be acquired prior to the plan of exchange becoming effective, except certificates representing shares payment of the value of which is required under §
23-69-148
, shall, after the plan of exchange becomes effective, represent:
(A)
Shares of the issued and outstanding capital stock or other securities issued by the acquiring persons; and
(B)
The right, if any, to receive cash or other consideration upon such terms as are specified in the plan of exchange.
(2)
However, the plan of exchange may specify that all certificates shall, after the plan of exchange becomes effective, represent only the right to receive shares of stock or other securities issued by the acquiring person, or cash or other consideration or any combination thereof upon such terms as are specified in the plan of exchange.
Acts 1971, No. 301, § 5; 1979, No. 942, § 12; A.S.A. 1947, § 66-4248.1.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-147 - Acquiring and acquired corporations under plan of exchange to be separate

The domestic stock insurance company acquired under a plan of exchange and the acquiring person are, in all respects, separate and distinct entities with neither entity having any liability to the creditors or policyholders, if any, or shareholders of the other, for any acts or omissions of the officers, directors, shareholders, or representatives of either or both entities.
Acts 1971, No. 301, § 6; 1979, No. 942, § 13; A.S.A. 1947, § 66-4248.2.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-149 - Assumption reinsurance - Stock insurers

(a)
(1)
A domestic stock insurer may reinsure all or substantially all of its insurance in force or a major class thereof with another insurer by an agreement of assumption reinsurance.
(2)
However, an agreement shall not become effective unless filed with the Insurance Commissioner and approved by him or her in writing.
(3)
With regard to proposed transactions between a domestic stock insurer which is a subsidiary or affiliate of a depository institution, and another insurer, the determination of the commissioner shall be issued within the period required by federal law.
(b)
The commissioner shall approve the agreement within a reasonable time after the filing unless he or she finds that it is inequitable to the stockholders of the domestic insurer or would substantially reduce the protection or service to its policyholders. If the commissioner does not approve the agreement, he or she shall so notify the insurer in writing specifying his or her reasons therefor.
Amended by Act 2019, No. 521,§ 20, eff. 7/24/2019.
Acts 1959, No. 148, § 502; A.S.A. 1947, § 66-4250; Acts 2001, No. 1604, § 66.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-150 - Assumption reinsurance - Mutual insurers

(a)
A domestic mutual insurer may reinsure all or substantially all of its insurance in force, or a major class thereof, with another insurer, stock or mutual, by an agreement of assumption reinsurance after compliance with this section. The agreement shall not become effective unless filed with the Insurance Commissioner and approved by him or her in writing after a hearing thereon. With regard to proposed transactions between a domestic mutual insurer which is a subsidiary or affiliate of a depository institution, and another insurer, the hearing shall be concluded and the order issued within the period required by federal law, and the order shall be final upon entry.
(b)
The commissioner shall approve the agreement within a reasonable time after filing if he or she finds it to be fair and equitable to each domestic insurer involved and that the reinsurance if effectuated would not substantially reduce the protection or service to its policyholders. If the commissioner does not so approve, he or she shall so notify each insurer involved in writing specifying his or her reasons therefor.
(c)
The plan and agreement for the reinsurance must be approved by vote not less than two-thirds (2/3) of each domestic mutual insurer's members voting thereon at meetings of members called for the purpose, pursuant to such reasonable notice and procedure as the commissioner may approve. 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.
(d)
If for reinsurance of a mutual insurer in a stock insurer, the agreement must provide for payment in cash to each member of the insurer entitled thereto as upon conversion of the insurer pursuant to §
23-69-141
, of his or her equity in the business reinsured as determined under a fair formula approved by the commissioner, which equity shall be based upon the member's equity in the reserves, assets whether or not they are admitted assets, and surplus, if any, of the mutual insurer to be taken over by the stock insurer.
Acts 1959, No. 148, § 503; A.S.A. 1947, § 66-4251; Acts 2001, No. 1604, § 67.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-151 - Voluntary dissolution - Procedure

(a)
(1)
If while a domestic stock or mutual insurer is fully solvent and it is deemed by its board of directors to be in the best interests of the insurer and its stockholders or members that the insurer should be dissolved, the board of directors may adopt a resolution to that effect and call a special meeting of its stockholders or members to consider and take action upon a proposal to dissolve the insurer corporation.
(2)
The meeting shall be held upon not less than thirty (30) days' written notice to the stockholders or members in advance of the meeting.
(3)
The notice shall contain a statement of the dissolution proposal and be so given in the manner provided in the insurer's bylaws as for a special meeting of stockholders or members.
(b)
If, at the special meeting or any adjournment thereof, the holders of record of stock entitled to exercise two-thirds (2/3) of all the voting power on the proposal, or, if a mutual insurer, two-thirds (2/3) of the insurer's members present or represented by proxy at the meeting, shall by resolution consent that a dissolution shall take place, a copy of the resolution together with a list of the names and residences of the directors and officers, certified by the president or a vice president and the secretary or an assistant secretary or the treasurer or an assistant treasurer of the insurer, shall be filed in duplicate with the Insurance Commissioner, one (1) copy of which, bearing the certificate of the commissioner, shall be filed for record in the office of the county clerk of the county in which the office or principal place of business of the insurer is located in this state.
(c)
The effective date of the dissolution shall be the date on which the copy of the consent provided for in subsection (b) of this section is filed with the commissioner.
(d)
Whenever all the stockholders of record of a domestic stock insurer having power to vote on a proposal to dissolve, consent in writing to the dissolution, no meeting of stockholders shall be necessary, but on filing the consent, as provided in subsection (b) of this section, the commissioner shall issue a certificate of dissolution, which must be recorded with the county clerk of the county in which the insurer's principal place of business is located in this state.
(e)
No dissolution shall be effectuated, however, until after the insurer has reinsured in another authorized insurer or has otherwise terminated all its insurance then in force nor, in the case of a domestic mutual insurer, until after the proposed plan of dissolution together with the proposed plan for distribution of assets among the insurer's members has been filed with and approved by the commissioner after having been found by him or her to be fair and equitable as to the members.
Acts 1959, No. 148, § 504; A.S.A. 1947, § 66-4252.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-152 - Dissolution - Directors to act as trustees

(a)
Upon the dissolution of a domestic stock or mutual insurance corporation under the provisions of §
23-69-151
, or upon the expiration of the period of its corporate existence, limited by its articles of incorporation, the directors of the corporation shall be trustees thereof with full power to settle the affairs, collect the outstanding debts, sell and convey the real and personal property of the corporation, and divide its assets among its stockholders or members as entitled thereto, after paying or adequately providing for the payment of its liabilities and obligations.
(b)
If a stock corporation, after paying or adequately providing for the liabilities and obligations of the holders of record holding stock in the corporation entitling them to exercise at least a majority of the voting power on a proposal to sell all the property and assets of the corporation, the directors may sell the remaining assets or any part thereof to a corporation organized under the laws of this or any other state, and take in payment therefor the stock or bonds, or both, of the corporation and distribute them among the stockholders in proportion to their interest therein. However, if any stockholder within thirty (30) days after the mailing of notice to him or her of the sale shall demand in writing that the corporation shall pay to him or her the fair cash value of his or her interest in the assets sold, then the cash value shall be determined and shall be paid by the corporation within thirty (30) days after the date the demand was received by the corporation.
(c)
Vacancies in the number of trustees may be filled by the remaining trustees, but any trustee, in the case of a stock corporation, may be replaced on the vote of a majority of the stockholders.
Acts 1959, No. 148, § 505; A.S.A. 1947, § 66-4253.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-153 - Dissolution - Continuation for suits and settling business

(a)
All domestic stock and mutual insurance corporations, whether they expire by their own limitation or are otherwise dissolved, shall nevertheless be continued for the term of three (3) years from the expiration or dissolution as bodies corporate for the purpose of prosecuting and defending suits by or against them and of enabling them gradually to settle and close their business, to dispose of and convey their property, and to divide their assets, but not for the purpose of continuing business as insurers.
(b)
However, as to any action, suit, or proceeding commenced by or against the corporation prior to the expiration or dissolution and with respect to any action, suit, or proceeding commenced by the corporation within three (3) years after the date of the expiration or dissolution, the corporation shall only for the purpose of the actions, suits, or proceedings so commenced be continued bodies corporate beyond the three-year period and until any judgments, orders, or decrees therein shall be fully executed.
Acts 1959, No. 148, § 506; A.S.A. 1947, § 66-4254.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-154 - Voluntary dissolution - Distribution of assets to stockholders

(a)
The trustees in dissolution of a domestic stock insurer under §
23-69-151
, after payment of all special and general liens upon the funds of the corporation to the extent of their lawful priority, shall pay the other debts due from the corporation.
(b)
After allowing for such expenses of distribution as may be reasonable, the trustees shall distribute the remaining assets of the corporation among its stockholders as entitled thereto.
Acts 1959, No. 148, § 507; A.S.A. 1947, § 66-4255.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-155 - Liquidation - Mutual member's share of assets

(a)
Upon any liquidation of a domestic mutual insurer, 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 existing persons who were its members at any time within thirty-six (36) months next preceding the date the liquidation was authorized or ordered, or the date of last termination of the insurer's certificate of authority, whichever date is the earlier.
(b)
The distributive share of each member shall be in the proportion that the aggregate premiums earned by the insurer on the policies of the member during the combined periods of his or her membership bear to the aggregate of all premiums so earned on the policies of all such members. The insurer may, and if a life insurer shall, make a reasonable classification of its policies so held by the members, and a formula based upon the classification, for determining the equitable distributive share of each member. The classification and formula shall be subject to the approval of the Insurance Commissioner.
Acts 1959, No. 148, § 508; A.S.A. 1947, § 66-4256.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 1 - GENERAL PROVISIONS (§§ 23-69-101 — 23-69-156) › Section 23-69-156 - Nonactive corporate charter - Nullification

(a)
As used in this section, a corporation shall be deemed to have engaged in the business of insurance as a domestic insurer if any of its officers, directors, agents, or employees has engaged in:
(1)
The writing of insurance;
(2)
The reinsurance of risks;
(3)
The handling of claims; or
(4)
Any acts necessary or incidental to writing insurance, reinsuring risks, or handling claims.
(b)
The corporate charter of any corporation formed under the laws of this state more than three (3) years prior to January 1, 1960, for the purpose of becoming an insurer and which corporation within the three-year period has not at any time actively engaged in business as a domestic insurer under a certificate of authority issued to it by the Insurance Commissioner under laws then in force, is extinguished and nullified.
(c)
The corporate charter of any other corporation formed under the laws of this state for the purpose of becoming an insurer, and which corporation during any period of thirty-six (36) consecutive months after January 1, 1960, is not actively engaged in business as a domestic insurer under a certificate of authority issued to it by the commissioner under laws currently in force, is not automatically extinguished and nullified at the expiration of the thirty-six-month period.
(d)
The period during which a corporation referred to in subsection (c) of this section is the subject of delinquency proceedings under §§
23-68-101
-
23-68-113
and
23-68-115
-
23-68-132
shall not be counted as part of any such thirty-six-month period.
(e)
Upon merger or consolidation of a domestic insurer with another insurer under this chapter, the corporate charter of the merged or consolidated domestic insurer shall automatically be extinguished and nullified.
(f)
(1)
In the event a domestic insurer assumption reinsures all of the ceding domestic insurer's business in force or all except a token amount of the ceding domestic insurer's business, the commissioner, after notice and a hearing, shall make a determination and order that the ceding domestic insurer's corporate charter is extinguished or is continued in full force and effect.
(2)
In making such a determination and order, the commissioner shall fully consider the equities to the stockholders, or members if the ceding domestic insurer is a mutual, and the policyholders of the ceding domestic insurer.
(3)
With regard to proposed transactions of a domestic insurer which is a subsidiary or affiliate of a depository institution, the hearing shall be concluded and the order issued within the period required by federal law, and the order shall be final upon entry.
Acts 1959, No. 148, § 509; A.S.A. 1947, § 66-4257; Acts 1989, No. 772, §§ 13, 14; 2001, No. 1604, § 68; 2005, No. 506, § 36.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 2 - STOCK INSURERS - INSIDER TRADING (§§ 23-69-201 — 23-69-208) › Section 23-69-201 - Definition

As used in this subchapter, unless the context otherwise requires, "equity security" means:
(1)
Any stock or similar security;
(2)
Any security convertible, with or without consideration, into such a security, or carrying any warrant or right to subscribe to or purchase such a security;
(3)
Any such warrant or right; or
(4)
Any other security which the Insurance Commissioner shall deem to be of similar nature and consider necessary or appropriate, by such rules as he or she may prescribe in the public interest or for the protection of investors, to treat as an equity security.
Amended by Act 2019, No. 315,§ 2686, eff. 7/24/2019.
Acts 1965, No. 107, § 6; A.S.A. 1947, § 66-4263.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 2 - STOCK INSURERS - INSIDER TRADING (§§ 23-69-201 — 23-69-208) › Section 23-69-202 - Application of sections 23-69-204 - 23-69-206 to registered equity securities

The provisions of §§
23-69-204
-
23-69-206
shall not apply to equity securities of a domestic stock insurance company if:
(1)
The securities shall be registered, or shall be required to be registered, pursuant to section 12 of the Securities Exchange Act of 1934, as amended; or
(2)
The domestic stock insurance company shall not have any class of its equity securities held of record by one hundred (100) or more persons on the last business day of the year next preceding the year in which equity securities of the company would be subject to the provisions of §§
23-69-204
-
23-69-206
except for the provisions of this subdivision (2).
Acts 1965, No. 107, § 7; A.S.A. 1947, § 66-4264.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 2 - STOCK INSURERS - INSIDER TRADING (§§ 23-69-201 — 23-69-208) › Section 23-69-203 - Application of sections 23-69-204 - 23-69-206 to foreign or domestic arbitrage transactions

The provisions of §§
23-69-204
-
23-69-206
shall not apply to foreign or domestic arbitrage transactions unless made in contravention of such rules as the Insurance Commissioner may adopt in order to carry out the purposes of this subchapter.
Amended by Act 2019, No. 315,§ 2687, eff. 7/24/2019.
Acts 1965, No. 107, § 5; A.S.A. 1947, § 66-4262.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 2 - STOCK INSURERS - INSIDER TRADING (§§ 23-69-201 — 23-69-208) › Section 23-69-204 - Statement of owners of equity securities, directors, and officers

Every person who is directly or indirectly the beneficial owner of more than ten percent (10%) of any class of any equity security of a domestic stock insurance company, or who is a director or officer of a domestic stock insurance company, shall file in the office of the Insurance Commissioner within ten (10) days after he or she becomes a beneficial owner, director, or officer a statement, in such form as the commissioner may prescribe, of the amount of all equity securities of the company of which he or she is the beneficial owner. Within ten (10) days after the close of each calendar month, if there has been a change in the ownership during the month, that person shall file in the office of the commissioner a statement, in such form as the commissioner may prescribe, indicating his or her ownership at the close of the calendar month and such changes in his or her ownership as have occurred during the calendar month.
Acts 1965, No. 107, § 1; A.S.A. 1947, § 66-4258.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 2 - STOCK INSURERS - INSIDER TRADING (§§ 23-69-201 — 23-69-208) › Section 23-69-205 - Prevention of unfair use of information by owners, directors, or officers

(a)
For the purpose of preventing the unfair use of information which may have been obtained by a beneficial owner of more than ten percent (10%) of any class of any equity security, director, or officer by reason of his or her relationship to the company, any profit realized by him or her from any purchase and sale, or any sale and purchase, of any equity security of the company within any period of less than six (6) months, unless the security was acquired in good faith in connection with a debt previously contracted, shall inure to and be recoverable by the company, irrespective of any intention on the part 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.
(b)
Suit to receive the profit may be instituted in any court of competent jurisdiction by the company, or by the owner of any security of the company in the name and in behalf of the company if the company shall fail or refuse to bring the suit within sixty (60) days after request or shall fail to prosecute diligently the suit thereafter. However, no suit shall be brought more than two (2) years after the date the profit was realized.
(c)
This section shall not be construed to cover any transaction where the beneficial owner was not such both at the time of the purchase and sale, or the sale and purchase, of the security involved, or any transaction or transactions which the Insurance Commissioner by rules may exempt as not comprehended within the purpose of this section.
Amended by Act 2019, No. 315,§ 2688, eff. 7/24/2019.
Acts 1965, No. 107, § 2; A.S.A. 1947, § 66-4259.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 2 - STOCK INSURERS - INSIDER TRADING (§§ 23-69-201 — 23-69-208) › Section 23-69-206 - Restrictions on sale of equity securities

(a)
It shall be unlawful for any beneficial owner of more than ten percent (10%) of any class of any equity security, director, or officer, directly or indirectly, to sell any equity security of the company if the person selling the security or his or her principal:
(1)
Does not own the security sold; or
(2)
If owning the security, does not deliver it against the sale within twenty (20) days thereafter or, within five (5) days after the sale, does not deposit it in the mails or other usual channels of transportation.
(b)
However, no person shall be deemed to have violated this section if he or she proves that, notwithstanding the exercise of good faith, he or she was unable to make the delivery or deposit within such time, or that to do so would cause undue inconvenience or expense.
Acts 1965, No. 107, § 3; A.S.A. 1947, § 66-4260.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 2 - STOCK INSURERS - INSIDER TRADING (§§ 23-69-201 — 23-69-208) › Section 23-69-207 - Equity securities held in an investment account

(a)
The provisions of §
23-69-205
shall not apply to any purchase and sale, or sale and purchase, and the provisions of §
23-69-206
shall not apply to any sale, of an equity security of a domestic stock insurance company not then or theretofore held by him or her in an investment account, by a dealer in the ordinary course of his or her business and incident to the establishment or maintenance by him or her of a primary or secondary market, otherwise than on an exchange as defined in the Securities Exchange Act of 1934 for such a security.
(b)
The Insurance Commissioner may, by such rules as he or she deems necessary or appropriate in the public interest, define and prescribe terms and conditions with respect to 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.
Amended by Act 2019, No. 315,§ 2689, eff. 7/24/2019.
Acts 1965, No. 107, § 4; A.S.A. 1947, § 66-4261.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 2 - STOCK INSURERS - INSIDER TRADING (§§ 23-69-201 — 23-69-208) › Section 23-69-208 - Rules

(a)
The Insurance Commissioner shall have the power to make such rules as may be necessary for the execution of the functions vested in him or her by this subchapter and for such purpose may classify domestic stock insurance companies, securities, and other persons or matters within his or her jurisdiction.
(b)
No provision of this subchapter imposing any liability shall apply to any act done or omitted, in good faith, in conformity with any rule of the commissioner, notwithstanding that the rule, after the act or omission, may be amended or rescinded or determined by judicial or other authority to be invalid for any reason.
Amended by Act 2019, No. 315,§ 2690, eff. 7/24/2019.
Acts 1965, No. 107, § 8; A.S.A. 1947, § 66-4265.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 3 - MUTUAL INSURANCE HOLDING COMPANY ACT (§§ 23-69-301 — 23-69-323) › Section 23-69-301 - Title

This subchapter shall be known and may be cited as the "Mutual Insurance Holding Company Act".
Acts 2001, No. 1726, § 1.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 3 - MUTUAL INSURANCE HOLDING COMPANY ACT (§§ 23-69-301 — 23-69-323) › Section 23-69-302 - Purpose

(a)
(1)
The General Assembly finds and declares that it is in the public interest that a domestic mutual insurer be permitted to reorganize in a manner that preserves attributes of its mutuality while facilitating capital-raising abilities and corporate affiliations on terms and conditions that are fair and equitable to the mutual insurer's policyholders.
(2)
The General Assembly further finds that because policyholders of a mutual insurer have membership interests in the mutual insurer, the Insurance Commissioner should have broad authority in reviewing a reorganization, and the procedures and criteria to be applied by the commissioner should be flexible within the parameters of this subchapter.
(b)
This subchapter shall be liberally construed to effect the legislative intent set forth in this section and shall not be interpreted to limit the powers granted to the commissioner by other laws.
Acts 2001, No. 1726, § 1.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 3 - MUTUAL INSURANCE HOLDING COMPANY ACT (§§ 23-69-301 — 23-69-323) › Section 23-69-303 - Definitions

For purposes of this subchapter, unless the context requires otherwise:
(1)
"Commissioner" means the Insurance Commissioner;
(2)
"Intermediate stock holding company" means a holding company of which at least a majority of the voting securities are owned by a mutual insurance holding company and which directly owns all the voting securities of a reorganized stock insurer;
(3)
"Mutual insurance holding company" means a holding company based on a mutual plan which at all times owns a majority of the voting securities of a single intermediate stock holding company or, if no such intermediate stock holding company exists, which owns a majority of the voting securities of a reorganized stock insurer;
(4)
"Reorganized stock insurer" means a stock insurer subsidiary which results from a reorganization of a domestic mutual insurer under §
23-69-304(a)(1) or (a)(2)
and in compliance with this subchapter; and
(5)
"Voting securities" means securities of any class or any ownership interest having voting power for the election of directors, trustees, or management, other than securities having voting power only because of the occurrence of a contingency.
Acts 2001, No. 1726, § 1.
Arkansas Code of 1987 (2023) › Title 23 - PUBLIC UTILITIES AND REGULATED INDUSTRIES (§§ 23-1-101 — 23-119-105) › Subtitle 3 - INSURANCE (§§ 23-60-101 — 23-103-417) › Chapter 69 - DOMESTIC STOCK AND MUTUAL INSURERS (§§ 23-69-101 — 23-69-512) › Subchapter 3 - MUTUAL INSURANCE HOLDING COMPANY ACT (§§ 23-69-301 — 23-69-323) › Section 23-69-306 - Hearings on proposed reorganization plan

The Insurance Commissioner shall conduct a public hearing regarding a proposed plan of reorganization within one hundred twenty (120) days after the date the completed proposed plan of reorganization is filed under §
23-69-305
, unless extended by the commissioner for good cause. Any interested person may appear or otherwise be heard at the public hearing. The commissioner, in his or her discretion, may continue the public hearing for a reasonable period of time not to exceed sixty (60) days. The mutual insurer shall give such reasonable notice of the public hearing as the commissioner, in his or her discretion, may require.
Acts 2001, No. 1726, § 1.