2013 New York Consolidated Laws
ISC - Insurance
Article 61 - (6101 - 6116) RECIPROCAL INSURERS AND LLOYDS UNDERWRITERS
6115 - Merger.

 
    §  6115.  Merger.  (a)  (1)  Two or more reciprocal insurers may, by a
  two-thirds affirmative vote of the subscribers of each insurer, merge in
  accordance with the provisions of article seventy-one of this chapter.
    (2) The powers of such new reciprocal insurer under this article shall
  not be greater than those possessed hereunder by the merging insurers.
    (3) The operating reserve accumulations of the respective  subscribers
  shall  be transferred and credited to such subscribers as members of the
  new reciprocal insurer and all other reserves, guaranty funds and  other
  undistributed funds shall be transferred to the corresponding reserve or
  guaranty fund accounts of the new insurer.
    (b) (1) If after examination, the superintendent finds that the merger
  of  any  such  insurers  is  in  conformity  with  law, and that the new
  reciprocal insurer meets with the requirements of this chapter,  he  may
  issue  a  license to such insurer to do business under the provisions of
  this  chapter.  Thereupon,  the  remaining  assets  shall  be  forthwith
  transferred  to  it, and the predecessor reciprocal insurers shall cease
  to  have  authority  to  do  business  as  such  and  shall  be   deemed
  extinguished.
    (2)  Every  such  new reciprocal insurer formed by merger shall assume
  and succeed to all of the obligations and liabilities of the  respective
  merging  reciprocal  insurers  and  shall  be  held  liable  to  pay and
  discharge all such debts and liabilities in the same manner as  if  they
  had  been  incurred  or  contracted  by  it, but the subscribers of such
  predecessor reciprocal  insurers  shall  continue  subject  to  all  the
  liabilities,  claims  and  demands  which shall then exist, or which may
  thereafter accrue against them,  or  any  of  them,  by  reason  of  any
  obligations  incurred  by  them  or  on their behalf as such subscribers
  before the date of merger.
    (3) Upon the merger of any reciprocal insurer, dissenting  subscribers
  shall  be  entitled  to  the conditional withdrawal of their accumulated
  operating reserves on deposit with the predecessor  insurer  as  of  the
  date  of merger but a sufficient amount thereof shall be retained by the
  new reciprocal insurer  as  a  deposit  until  all  of  the  obligations
  incurred on their behalf have been extinguished.
    (4)  When  all  of  such  obligations  have  been  paid, discharged or
  terminated, and the superintendent after an examination  shall  have  so
  certified,  the  said  subscribers'  deposits  or  the  balances thereof
  remaining to their credit shall be returned and released, whereupon  the
  powers   of  the  attorney-in-fact  relating  thereto  shall  cease  and
  terminate.