Code of Alabama

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27-3-10
Section 27-3-10 Application of capital surplus to reduction or elimination of deficit by domestic
stock insurers. (a) For the purposes of this section, the following words and phrases shall
have the following meanings: (1) DOMESTIC STOCK INSURER. A corporation incorporated under
the laws of the State of Alabama with its capital divided into shares and owned by its stockholders
which is engaged as indemnitor, surety, or contractor in the business of entering into contracts
of insurance. (2) CAPITAL SURPLUS. Such term shall have the meaning given thereto in the statutes
of this state relating to the powers and procedures of domestic private corporations formed
for profit. (3) EARNED SURPLUS. Such term shall have the meaning given thereto in the statutes
of this state relating to the powers and procedures of domestic private corporations formed
for profit. (b) A domestic stock insurer which has the minimum unimpaired paid-in capital
stock required for the transaction of insurance by such...
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27-35-3
Section 27-35-3 Conversion into stock or mutual life insurance company - Notice to subordinate
lodges or branches. After the plan of conversion has been approved by the commissioner, the
society shall mail notice by registered or certified mail to all of its subordinate lodges
or branches, by whatever name called, stating that a proposal will be made at a meeting of
the supreme governing or legislative body of the society, to be held at least 90 days after
the mailing of the notice, to convert the society into a stock or mutual life insurer and
enclosing a copy of the proposed plan of conversion. (Acts 1927, No. 537, p. 624; Acts 1971,
No. 407, p. 707, §729.)...
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27-35-5
Section 27-35-5 Conversion into stock or mutual life insurance company - Ratification or amendment
of articles of incorporation - Filing. (a) The articles of incorporation so adopted or as
so amended, as the case may be, shall be filed with the probate judge as required of domestic
insurers under this title; except, that no bond or solicitation permit shall be required.
(b) At the time of filing of articles of incorporation or amended articles of incorporation
with the commissioner, the society shall likewise file a report of the meeting of its supreme
governing or legislative body referred to in Sections 27-35-3 and 27-35-4, certified by the
presiding officer thereof under the corporate seal, if the society has a corporate seal. (Acts
1927, No. 537, p. 624; Acts 1971, No. 407, p. 707, §731.)...
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27-35-7
Section 27-35-7 Conversion into stock or mutual life insurance company - Provisions for certificate
holders to subscribe to stock. If the fraternal benefit society is to be converted into a
stock life insurer, the plan of conversion shall make reasonable provisions under which each
adult certificate holder of the society shall have the preemptive right to subscribe to and
purchase that proportion of the total authorized capital which the amount of his insurance
bears to the society's total insurance in force at a date to be specified in such plan; except,
that if more than 75 percent of the society's adult certificate holders are residents of this
state, such preemptive right may, in the commissioner's discretion, under the plan be limited
to such residents. (Acts 1927, No. 537, p. 624; Acts 1971, No. 407, p. 707, §733.)...
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10A-2A-11.06
Section 10A-2A-11.06 Statement or merger or stock exchange. (a) After a plan of merger has
been adopted and approved as required by this article, then a statement of merger shall be
signed by each party to the merger except as provided in Section 10A-2A-11.05(a). The statement
of merger must set forth: (1) the name, type of organization, and mailing address of the principal
office of each constituent organization, the jurisdiction of the governing statute of each
constituent organization, and the respective unique identifying number or other designation
as assigned by the Secretary of State, if any, of each constituent organization; (2) the name,
type of organization, and mailing address of the principal office of the surviving organization,
the unique identifying number or other designation as assigned by the Secretary of State,
if any, of the surviving organization, the jurisdiction of the governing statute of the surviving
organization, and, if the surviving organization is created...
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27-27-2
Section 27-27-2 Applicability of chapter. This chapter shall apply only to domestic stock insurers
and domestic mutual insurers; except, that: (1) Sections 27-27-4 through 27-27-14, relative
to sale of securities or other financing of insurers or insurance operations, and subsection
(b) of Section 27-27-24 shall also apply as to foreign and alien insurers; and (2) This chapter
shall be applicable as to mutual aid associations as stated in Chapter 30 of this title and
as to fraternal benefit societies as stated in Chapters 34 and 35 of this title. (Acts 1971,
No. 407, p. 707, §495.)...
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27-35-11
Section 27-35-11 Conversion into stock or mutual life insurance company - Separate record of
premiums; exemption from premium taxes. The insurer, after conversion from a fraternal benefit
society, shall maintain separate records of premiums received by it on account of policies
and certificates originally issued while a fraternal benefit society and continuing in force
without material change as to form or basis of premium. All such premiums shall be exempt
from premium taxes to the same extent, if any, as to which exempted if currently received
by a domestic fraternal benefit society. (Acts 1971, No. 407, p. 707, §737.)...
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27-21A-27
Section 27-21A-27 Acquisition of control of or merger of a health maintenance organization.
No person may make a tender for or a request or invitation for tenders of, or enter into an
agreement to exchange securities for or acquire in the open market or otherwise, any voting
security of a health maintenance organization or enter into any other agreement if, after
the consummation thereof, that person would, directly or indirectly, (or by conversion or
by exercise of any right to acquire) be in control of the health maintenance organization,
and no person may enter into an agreement to merge or consolidate with or otherwise to acquire
control of a health maintenance organization, unless at the time any offer, request, or invitation
is made or any agreement is entered into, or prior to the acquisition of the securities if
no offer or agreement is involved, the person has filed with the commissioner and has sent
to the health maintenance organization, information required by Section...
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27-31-25
Section 27-31-25 Nonassessable policies. (a) If a reciprocal insurer has a surplus of assets
over all liabilities at least equal to the minimum capital stock required of a domestic stock
insurer authorized to transact like kinds of insurance, upon application of the attorney and
as approved by the subscribers' advisory committee, the commissioner shall issue his certificate
authorizing the insurer to extinguish the contingent liability of subscribers under its policies
then in force in this state and to omit provisions imposing contingent liability in all policies
delivered, or issued for delivery, in this state for so long as all such surplus remains unimpaired.
(b) Upon impairment of such surplus, the commissioner shall forthwith revoke the certificate.
Such revocation shall not render subject to contingent liability any policy then in force
and for the remainder of the period for which the premium has theretofore been paid; but after
such revocation, no policy shall be issued or...
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10A-1-8.04
Section 10A-1-8.04 Merger with or conversion from a foreign entity. (a) One or more foreign
entities may merge with one or more domestic entities in accordance with Section 10A-1-8.02,
and a foreign entity may convert to a domestic entity, or a domestic entity may convert to
a foreign entity in accordance with Section 10A-1-8.01 only if: (1) The merger or conversion
is permitted by the law of the state or country under whose law each foreign entity is formed
and each foreign entity complies with that law in effecting the merger or conversion. (2)
In the case of a conversion, the foreign entity complies with the requirements of Section
10A-1-8.01. (3) In the case of a merger, the foreign entity complies with the requirements
of Section 10A-1-8.02. (b) Upon the merger or conversion taking effect, the surviving foreign
entity of a merger and the foreign converted entity in a conversion is deemed: (1) To consent
that service of process in a proceeding to enforce any obligation or any...
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