§ 31-3516. Conversion to a mutual company.

Prior Codifications

1981 Ed., § 35-4716.

Effect of Amendments

D.C. Law 15-56, in subsec. (b), substituted "company not involving a nonprofit hospital service plan or medical service plan unless" for "company unless", and added subsec. (b-1).

D.C. Law 17-369 rewrote the section, which had read as follows:

"(a) A corporation issued a certificate of authority under this chapter, whether incorporated under the laws of the District of Columbia or act of the Congress of the United States, may convert to a mutual insurance company subject to the provisions of this chapter under a plan and procedure approved by the Mayor. Upon consummation of the plan, the resulting mutual insurance company shall fully comply with the requirements of the Life Insurance Act as set forth in subsection (b)(2) of this section. For the purpose of such conversion, the owners of the corporation shall be the contractholders and surplus note holders, if there are any surplus notes.

"(b) The Mayor shall approve any proposed plan or procedure for conversion to a mutual insurance company not involving a nonprofit hospital service plan or medical service plan unless the Mayor finds that the plan or procedure:

"(1) Is inequitable to contractholders of the converting corporation or to the public;

"(2) Fails to comply with §§ 31-4416, 31-4417, 31-4433, 31-4434, and 31-4449;

"(3) Provides that any part of the assets or surplus of the converting corporation will inure directly or indirectly to any officer, director, or trustee of the converting corporation; or

"(4) Does not ensure that the resulting mutual insurance company will possess a surplus in an amount sufficient to:

"(A) Comply with the surplus required under § 31-2502.13; and

"(B) Provide for the security of the resulting insurance company's contractholders.

"(b-1) In a conversion of a nonprofit hospital service plan or medical service plan to a mutual insurance company under this section, the acquiring company shall have the burden of establishing that the proposed conversion does not result in the existence of any of the conditions set forth in section (b)(1) through (4) of this subsection.

"(c) The conversion plan must provide for the resulting mutual insurance company to assume, without reincorporation, all assets and liabilities of the converting corporation.

"(d) Any corporation that becomes a mutual insurance company under this section shall not be deemed to have abandoned its corporate status by virtue of the conversion, unless the conversion plan expressly provides to the contrary.

"(e) The conversion plan must provide for definite conditions to be fulfilled upon which fulfillment of the mutualization will be deemed effective.

"(f) The certificate of authority, agent appointments, contract forms, and other filings which are in existence at the time of the conversion shall continue in full force and effect upon conversion if the resulting mutual insurance company at all times remains qualified to issue subscriber contracts in the District of Columbia.

"(g) All outstanding subscriber contracts of the converting corporation shall remain in full force and effect and need not otherwise be endorsed unless ordered by the Mayor.

"(h) A corporation issued a certificate of authority under this chapter that offers an open enrollment program under § 31-3514 may, directly or through a subsidiary, continue to offer such program notwithstanding its conversion to a mutual company. However, the premium tax rate imposed on the company shall be in accordance with § 47-2608.

"(i) The Mayor may conduct a hearing concerning the proposed conversion of a corporation into a mutual insurance company before deciding whether to approve it.

"(j) Notwithstanding subsection (e) of this section, the converting corporation shall have such period of time to complete its conversion to a mutual insurance company as specified in any order of the Mayor approving the proposed conversion.

"(k) This section shall not apply to the conversion of a corporation to a mutual insurance company that results from a judicial order issued pursuant to a rehabilitation or reorganization of the corporation."

Temporary Amendments of Section

For temporary (225 day) amendment of section, see § 3(b) of Department of Insurance and Securities Regulation Merger Review Temporary Amendment Act of 2002 (D.C. Law 14-217, March 25, 2003, law notification 50 DCR 2730).

Emergency Act Amendments

For temporary (90 day) amendment of section, see § 3(b) of Department of Insurance and Securities Regulation Merger Review Emergency Amendment Act of 2002 (D.C. Act 14-457, July 23, 2002, 48 DCR 8132).

For temporary (90 day) amendment of section, see § 3(b) of Department of Insurance and Securities Regulation Merger Review Congressional Review Emergency Amendment Act of 2002 (D.C. Act 14-513, October 23, 2002, 49 DCR 10475).

For temporary (90 day) amendment of section, see § 3(b) of Department of Insurance and Securities Regulation Merger Review Congressional Review Emergency Amendment Act of 2003 (D.C. Act 15-8, January 27, 2003, 50 DCR 1473).

For temporary (90 day) amendment of section, see § 3(b) of Department of Insurance and Securities Regulation Merger Review Emergency Amendment Act of 2003 (D.C. Act 15-205, October 24, 2003, 50 DCR 9845).

For temporary (90 day) amendment of section, see § 3(b) of Department of Insurance and Securities Regulation Merger Review Second Congressional Review Emergency Amendment Act of 2003 (D.C. Act 15-257, November 25, 2003, 50 DCR 11006).

Legislative History of Laws

For legislative history of D.C. Law 11-245, see Historical and Statutory Notes following § 31-3501.

For Law 15-56, see notes following § 31-3515.

For Law 17-369, see notes following § 31-3501.