2013 New York Consolidated Laws
ISC - Insurance
Article 73 - (7301 - 7317) CONVERSION TO DIFFERENT TYPE OF INSURER
7305 - Conversion of assessment corporations into advance premium corporations.

 
    §  7305.  Conversion  of  assessment corporations into advance premium
  corporations. Any assessment corporation,  as  defined  in  section  six
  thousand  six  hundred  two  of this chapter, licensed under section six
  thousand six hundred three of this chapter to do the  business  of  fire
  insurance  may  be  converted  into  and  licensed as an advance premium
  corporation, as defined in section six thousand six hundred two of  this
  chapter,  in  the  manner  prescribed in this section and subject to any
  other requirements of law. The successive steps shall be as follows:
    (a) A majority of the board of such assessment corporation shall adopt
  a  resolution  approving  the  proposed  conversion  and  appointing   a
  committee  of  not  less  than  three  directors to prepare a draft of a
  proposed declaration and charter and proposed by-laws.
    (b) Such committee's proposed declaration, charter and  by-laws  shall
  be  submitted  with  an appropriate resolution to the board of directors
  for approval.
    (c) A majority of the board at any regular or special meeting  thereof
  shall  approve  by  resolution  a  proposed  declaration and charter and
  proposed by-laws, which  shall  conform  to  the  requirements  of  this
  chapter  relative  to  the  contents  of charters and by-laws of advance
  premium corporations hereafter organized, with such modifications as the
  superintendent, by regulation, shall prescribe to make such requirements
  applicable to the nature and character of  such  conversion  proceeding.
  Such  resolution  shall  also  direct  that  notice  that  the  proposed
  conversion will be submitted for approval at the next annual meeting  of
  members  or  at a special meeting to be called for that purpose be given
  to all members pursuant to section six  hundred  five  of  the  business
  corporation  law, together with copies of the resolutions referred to in
  subsections (a) and (b) hereof  and  in  this  subsection,  and  of  the
  proposed declaration, charter and by-laws.
    (d)  At  least  two-thirds  of the votes of the members voting at such
  meeting either in person or  by  proxy,  if  the  corporation's  by-laws
  provide  for  a  vote  by  proxy, shall be cast in favor of the proposed
  conversion and of the adoption of the proposed declaration  and  charter
  and   proposed   by-laws.   A  resolution  shall  similarly  be  adopted
  instructing the president and secretary to execute or certify  and  file
  all   necessary   papers   and  instruments  incident  to  the  proposed
  conversion.
    (e) The proposed declaration and charter executed by the president and
  secretary, together with  copies  of  all  other  necessary  papers  and
  instruments incident to the proposed conversion, subscribed and affirmed
  by  each  as  true under the penalties of perjury, shall be submitted to
  the superintendent.
    (f) If the superintendent finds, by such investigation or  examination
  as  he deems appropriate to make, that the corporation meets the minimum
  surplus requirements of section six thousand six hundred  four  of  this
  chapter,  he  shall file in his office the declaration, charter, by-laws
  and other documents submitted as required by subsection (e) hereof,  and
  coincident  with such filing such assessment corporation shall become an
  advance premium corporation. For  an  assessment  corporation  initially
  licensed  to  do  business  in  this state prior to July first, nineteen
  hundred eighty-two such minimum surplus requirements and minimum capital
  investment requirements shall be those applicable to an advance  premium
  corporation  initially  licensed  to  do business in this state prior to
  such date.
    (g) Upon compliance by the corporation with the foregoing and with any
  other lawful prerequisites for the issuance of an insurer's license, the
  superintendent may, in accordance with subsection  (d)  of  section  one
  thousand  one  hundred  two  of  this  chapter,  grant a license to such

  advance premium corporation  to  do  the  kinds  of  insurance  business
  specified  in its charter. The territory in which such corporation shall
  be licensed shall be that for which it was licensed when  an  assessment
  corporation  immediately prior to its conversion as herein provided, but
  if it has a surplus of at least one hundred fifty  thousand  dollars  it
  may  be  licensed  by  the  superintendent to do business throughout the
  state, subject to the requirements of section six thousand  six  hundred
  ten  of  this chapter and to all the provisions and requirements of this
  article relative to advance premium corporations.