2013 New York Consolidated Laws
ISC - Insurance
Article 12 - (1201 - 1221) ORGANIZATION AND CORPORATE PROCEDURE
1208 - Method of amending mutual company charters.

 
    §  1208.  Method  of  amending mutual company charters. (a) A domestic
  mutual insurance corporation may change its name, or  amend  or  restate
  its  charter  in  the  form  prescribed by article eight of the business
  corporation law. Except as specified in subsections (b) and (c)  hereof,
  the following requirements shall apply to certificates of change of name
  and amended or restated charters of such corporations:
    (1)  The  corporation's president or secretary shall call a meeting of
  its members pursuant to its by-laws, specifying  any  amendments  to  be
  voted upon at such meeting;
    (2) If at such meeting three-fourths of the members present and voting
  in  person or by proxy vote in favor of any amendments so specified, the
  corporation's president and secretary shall make a certificate, verified
  by their oaths, to the effect that the amendments were duly  adopted  by
  at  least  a  three-fourths  vote of the members present in person or by
  proxy at a meeting duly called for such purpose and  setting  forth  the
  call for such meeting, the fact of service of such call upon all members
  of record on a specified date, and the minutes of such meeting; and
    (3)  Such certificate shall, within thirty days after such meeting, be
  submitted to the superintendent for his approval as  conforming  to  the
  requirements of law.
    (b)  A  domestic  mutual  insurance corporation except as specified in
  subsection (c) hereof, may, subject to the  provisions  of  section  one
  thousand  two  hundred  six of this article, amend its charter as to the
  kind or kinds of insurance business it shall be empowered to do  and  to
  specify  or change the location of its office, and may amend its charter
  as to any other provisions which do not impair the  members'  rights  or
  enlarge  their  obligations under insurance policies, by a majority vote
  of its board of directors at a meeting held not less  than  thirty  days
  after  notice  of the proposed amendment has been given to the directors
  and the superintendent.
    (c) Any domestic mutual life insurance corporation doing  business  as
  such  may  file a certificate of change of name, or restate or amend its
  charter, by a majority vote of its board of directors at a meeting  held
  not  less  than  thirty  days after notice of the proposed amendment has
  been given to the directors.
    (d) A certificate of amendment or a restated charter filed pursuant to
  subsections (b) and (c) hereof shall be  accompanied  by  a  certificate
  signed  by the corporation's president and secretary that such amendment
  or restatement was duly adopted by a majority vote of the  corporation's
  board of directors at a meeting duly called for that purpose.