Minnesota Legislature
Office of the Revisor of Statutes
2006 Minnesota Statutes
This is an historical version of this statute chapter. Also view the most recent published version.
67A.21 CONSOLIDATION, MERGER.
Two or more township mutual fire insurance companies which have been or may hereafter
be authorized to transact the business of insurance upon insurable property as herein authorized
may consolidate or merge as provided herein.
To effect this consolidation or merger, it shall be necessary:
(1) that the board of directors or managing body of each of the corporations pass a resolution
to the effect that the consolidation or merger is advisable and containing the proposed name of the
corporation, as consolidated or merged, its principal office, and the names of its first board of
directors and officers;
(2) that a special meeting of the policyholders of each of the corporations shall be held, a
notice of which meeting shall be mailed to each of the policyholders thereof at least 30 days prior
to the holding thereof, and which notice shall embody the resolution adopted by the board of
directors, as provided in clause (1);
(3) that a majority of the policyholders of each of the corporations present or represented
at these special meetings shall, by resolution, approve and ratify the action of the directors,
as provided for in clause (1); and
(4) that the proceedings and resolutions be filed with, and approved of by, the commissioner.
When full copies of these proceedings have been filed with the commissioner, which copies
shall be certified by the president and secretary of the respective corporations and duly verified
by these officers, and approved of by the commissioner, the consolidation or merger of these
corporations shall be deemed to be complete, and the company so continuing the business shall
be deemed to have fully assumed all of the obligations, liabilities, and risks and to be the owner
of all the assets of the companies so consolidating or merging.
If this consolidation or merger is made under any new name, the filing of these proceedings
and the approval of same by the commissioner shall be sufficient to constitute the consolidated
or merged company a corporation, with all the powers and privileges, and subject to all the
limitations, of a township mutual fire insurance company under the laws of this state.
History: 1967 c 395 art 8 s 21; 1975 c 15 s 18; 1986 c 444
Two or more township mutual fire insurance companies which have been or may hereafter
be authorized to transact the business of insurance upon insurable property as herein authorized
may consolidate or merge as provided herein.
To effect this consolidation or merger, it shall be necessary:
(1) that the board of directors or managing body of each of the corporations pass a resolution
to the effect that the consolidation or merger is advisable and containing the proposed name of the
corporation, as consolidated or merged, its principal office, and the names of its first board of
directors and officers;
(2) that a special meeting of the policyholders of each of the corporations shall be held, a
notice of which meeting shall be mailed to each of the policyholders thereof at least 30 days prior
to the holding thereof, and which notice shall embody the resolution adopted by the board of
directors, as provided in clause (1);
(3) that a majority of the policyholders of each of the corporations present or represented
at these special meetings shall, by resolution, approve and ratify the action of the directors,
as provided for in clause (1); and
(4) that the proceedings and resolutions be filed with, and approved of by, the commissioner.
When full copies of these proceedings have been filed with the commissioner, which copies
shall be certified by the president and secretary of the respective corporations and duly verified
by these officers, and approved of by the commissioner, the consolidation or merger of these
corporations shall be deemed to be complete, and the company so continuing the business shall
be deemed to have fully assumed all of the obligations, liabilities, and risks and to be the owner
of all the assets of the companies so consolidating or merging.
If this consolidation or merger is made under any new name, the filing of these proceedings
and the approval of same by the commissioner shall be sufficient to constitute the consolidated
or merged company a corporation, with all the powers and privileges, and subject to all the
limitations, of a township mutual fire insurance company under the laws of this state.
History: 1967 c 395 art 8 s 21; 1975 c 15 s 18; 1986 c 444
Official Publication of the State of Minnesota
Revisor of Statutes