2005 Minnesota Statutes

     66A.07 Membership; meetings; notices; voting. 

    Subdivision 1.    Property/casualty companies.  Every 
 policyholder in a mutual insurance company, other than a life 
 insurance company, shall be a member thereof while the policy is 
 in force, entitled to one vote for each policy held, and 
 notified of the time and place of holding its meetings either 
 personally or by imprint upon the front or back of every policy, 
 or in the premium notice, receipt or certificate of renewal, 
 substantially as follows: 

                    "NOTICE OF ANNUAL MEETING 

    The policyholder named herein is hereby notified:  while 
 this policy is in force you are by virtue thereof a member of 
 the (name of company) and that the annual meeting of said 
 company is held at its home office at (address) on the ..... day 
 of ..... each year at .....  o'clock ...... m."  

    Notice given in this manner is deemed to comply with the 
 requirements of section 302A.435. 

    Subd. 2.    Life insurance companies.  (a) Unless 
 otherwise approved by the commissioner of commerce, a domestic 
 mutual life insurance company member is any person who is listed 
 on the records of the company as the owner of an in-force 
 policy, and each member is entitled to one vote regardless of 
 the number of policies owned by the member or the amounts of 
 coverage provided to the member.  "Policy" means a policy or 
 contract of insurance, including an annuity contract issued by 
 the company.  Except as otherwise provided in the company's 
 certificate or bylaws, a person insured under a group policy is 
 not a member by virtue of such coverage, unless (1) the person 
 is insured or covered under a group life policy or group annuity 
 contract under which funds are accumulated and allocated to the 
 respective covered persons; (2) the person has the right to 
 direct the application of the funds so allocated; (3) the group 
 policyholder makes no contribution to the premiums or deposits 
 for the policy or contract; and (4) the company has the names 
 and addresses of the persons covered under the group life policy 
 or group annuity contract. 

    (b) Every member must be notified of its annual meetings by 
 a written notice mailed to the member's address, or by an 
 imprint on the front or back of the policy, premium notice, 
 receipt, or certificate of renewal, substantially as follows: 

    "The policyowner is hereby notified that by virtue of his 
 or her ownership of this policy, the policyowner is a member of 
 the .......... Insurance Company, and that the annual meetings 
 of said company are held at its home office on the .... day of 
 .... in each year, at .... o'clock." 

    For mutual insurance holding companies, the notice of the 
 annual meeting may be modified to reflect that the policyowner, 
 by virtue of his or her ownership of a policy issued by a 
 subsidiary insurance company reorganized under section 60A.077, 
 is a member of the mutual insurance holding company.  Notice 
 given in this manner is deemed to comply with the requirements 
 of section 302A.435. 

    Subd. 3.    Proxies.  (a) Except as otherwise provided 
 in paragraphs (b) and (c), proxies for voting at meetings of 
 members of domestic mutual insurance companies are governed by 
 the provisions of section 302A.449, subdivisions 1 to 6 and 8.  

    (b) A member may vote by proxy at any regular or special 
 meeting of the members by filing a written proxy appointment 
 with the secretary of the company at its home office at least 
 five days before the first meeting at which it is to be used, 
 unless a different time period is specified in the company's 
 bylaws. 

    (c) A member may cast or authorize the casting of a vote by 
 telephonic transmission or authenticated electronic 
 communication, in accordance with section 302A.449, if permitted 
 by the bylaws of the company. 

    Subd. 4.    Membership interest.  A domestic mutual 
 insurance company must keep a list of members as part of its 
 books and records.  Membership interest in a domestic mutual 
 insurance company must be uncertificated.  A membership interest 
 in a domestic mutual insurance company does not constitute a 
 security as defined in section 80A.14, subdivision 18.  No 
 member of a mutual insurance company may transfer or pledge 
 membership in the mutual insurance company or any right arising 
 from the membership except as attendant to the valid transfer or 
 assignment of the member's policy issued by the mutual insurance 
 company.  A member of a mutual insurance company is not, as a 
 member, personally liable for the acts, debts, liabilities, or 
 obligations of the company.  No assessments of any kind may be 
 imposed upon the members of a mutual insurance company by the 
 directors or members, or because of any liability of any company 
 owned or controlled by the mutual insurance company or because 
 of any act, debt, or liability of the mutual insurance company, 
 except as may otherwise be provided in the company's articles or 
 bylaws.  A member's interest in the mutual insurance company 
 shall automatically terminate upon cancellation, nonrenewal, 
 expiration, or termination of the member's policy with the 
 insurance company that gave rise to the member's membership 
 interest. 

    HIST: 1967 c 395 art 7 s 7; 1986 c 444; 2005 c 69 art 2 s 15 

*   NOTE:  The amendment to this section by Laws 2005, chapter 
*69, article 2, section 15, is effective August 1, 2006.  Laws 
*2005, chapter 69, article 4, section 2.