Page:United States Statutes at Large Volume 48 Part 1.djvu/1175

 73d C ONGRESS. SESS. II. CH. 672. JUNE 19, 1934 . 1149 SEC. 19. CONVERSION OF A S TOCK LIF E CO MPAN Y IN TO A MUTUAL LIFE Conv ers ion of st ock life company in a mu- coMPAN Y. -Any d omesti c stoc k com pany o rganiz ed or licen sed to tual life company. d o bu sine ss, whet her inco rpor ated und er t his Act, or any prev ious ly existing law, or Act of Congress, may become a mutual company, and to that end may carry out a plan for the acquisition of shares of its capital stock : Provided, however, That such plan (1) shall Provisos. have been adopted by a vote of a majority of the directors of such of reorg anizati on. enplan co mp a ny ; (2) shall ha ve been appro ved by a vote of stockholde rs representing a majority of the capital stock at a meeting of stock- holders called for the purpose ; and (3) shall have been approved by a majority vote of the policyholders voting at a meeting, called for the purpose, of policyholders each insured for at least $1,000 and whose insurance shall then be in force and shall have been in force for at least one year prior to such meeting ; notice of such meeting shall be given by mailing such notice from the home office of such corporation at least thirty days prior to such meeting, in a sealed envelope, postage prepaid, addressed to such policyholders at their last known post-office addresses, and such meeting shall be otherwise Meetings and votes provided for and conducted in such manner as shall be provided in of policyholders. such plan : Provided, however, That policyholders may vote in per- son, by proxy, or by mail ; that all votes shall be cast by ballot and the Su perint endent shal l supe rvise and di rect the me thods and procedure of said meeting and appoint an adequate number of inspectors to conduct the voting at said meeting who shall have powe r to det ermi ne a ll q uest ions con cern ing the veri fica tion of the ballots, the ascertainment of the validity thereof, the qualifications of the voters, and the canvass of the vote, and who shall certify to the Superintendent and to the company the result thereof, and with respect thereto shall act under such rules and regulations as shall be prescribed by the Superintendent ; that all necessary expenses incurred by the Superintendent shall be paid by the company as certified to by him ; and (4) shall have been submitted to the Superin- tendent and sh all have been approved by him in writing : P rovide d, That every payment for the acquisition of any shares of the capital sit Payments c ftrl co stock of such company, the purchase price of which is not fixed by shares . such plan, shall be subject to the approval of the Superintendent : Provided further, That neither such plan, nor any such payment, Approval et val ofsag eea shall be approved by the Superintendent unless at the time of such upon iinancislstanding approvals, respectively, the company, after deducting the aggregate of company. sum appropriated by such plan for the acquisition of any part or all of its capital stock, and in the case of any payment not fixed by such plan and subject to separate approval as aforesaid after the approval of such plan, after deducting also the amount of such pay- ment, s hall be posses sed of assets not le ss tha n the e ntire l iabili ties of the company, including the net values of its outstanding contracts computed according to the standard adopted by the company under chapter V, section 1, of this Act, and also all funds, contingent Post.P. hill reserves, and surplus save so much of the latter as shall have been appropriated o r paid under such plan. SEC. 20. CORPORAT IONS HERETOFORE FORMED.-Every company here- Corporations hereto- tofore incorporated under the provisions of the laws of the District, fo Applicability of act. or Act of Congress, is hereby brought under all the provisions of this Act, except that its capital may continue in the amount named in its charter during the existing term thereof, unless it extends its business to other kinds of insurance, and it shall be entitled to all privileges granted by such charter not authorized by this law. SEC. 21. DIRECTORS.-The stock, property, and business of every Directors. nt or eom- company organized under this Act shall be managed by the directors pang, election. who shall, except for the first year, be annually elected, at such time Requirements.