2009 California Insurance Code - Section 7045-7049 :: Article 9.6. Transformation

7045.  The board of directors of any county mutual fire insurer that
desires to commence proceedings for transformation of such insurer
to a general mutual insurer shall adopt a resolution to that effect
and submit to the commissioner a plan for effecting such
transformation accompanied by an application for approval thereof and
a fee of one hundred seventy-five dollars ($175).

7046.  After the commissioner has granted tentative approval of any
such application, a county mutual fire insurer that shall meet the
financial requirements applicable to other insurers under Article 3
(commencing with Section 699), Chapter 1, Part 2, Division 1, may by
the majority vote of those of its policyholders voting at a meeting
duly called for the purpose, elect to transform itself into a general
mutual insurer as defined in Chapter 4 (commencing with Section
4010) of Part 1, Division 2 and amend its articles of incorporation
and bylaws to conform to, cover, and enjoy any or all of the
provisions, powers, rights, and privileges of such a mutual insurer,
notwithstanding the restrictions or limitations of any other
provision of law, including, but not limited to, Section 900 of the
Corporations Code. No such transformed county mutual fire insurer may
engage in the business of life, title, mortgage, or mortgage
guarantee insurance.

7047.  The meeting called for the purpose of transformation, shall
be preceded by a written or printed notice of the meeting and its
purpose addressed to each policyholder of record on the date of the
notice, mailed at least 30 days before that date fixed for the
meeting. The presence in person or by proxy of 5 percent of the
policyholders entitled to vote shall constitute a quorum unless a
higher percentage is required by the bylaws or articles of
incorporation of the insurer.

7048.  Such corporation shall be a continuance of the original
corporation by the same name or by any other name approved by the
commissioner. Such transformation, however, shall in no way annul,
modify or change any of the existing contracts and liabilities of
such corporations, and any and all such contracts and liabilities
shall continue in force and effect the same as though such
corporation had not transformed or qualified under this article, nor
shall such transformation in any way prejudice, impede or impair any
pending action or proceeding or any rights previously acquired.
Certified copies of all proceedings in connection with such
transformation, together with a certified copy of the articles of
incorporation as amended, shall be filed with the commissioner.

7049.  After the policyholders have elected such a transformation a
county mutual insurer shall submit to the insurance commissioner for
final approval of the transformation a certified copy of all
proceedings together with an application for a new certificate of
authority accompanied by the necessary filing fee. The said
transformation shall become effective upon the occurrence of the last
of the three following events: (1) the final approval by the
insurance commissioner, (2) the issuance of a new certificate of
authority, and (3) the filing of certified copies of amended articles
of incorporation with the Secretary of State.