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23-69-119. Bylaws — Mutual insurers.
Arkansas Code — all titles (historical 2020) · legal_authorities
23-69-119. Bylaws — Mutual insurers.
(a)(1) A domestic mutual insurer shall have bylaws consistent with § 23-69-111(b)(7).
(2) The initial board of directors of a domestic mutual insurer shall adopt original bylaws, subject to the approval of the insurer's members at the next succeeding meeting.
(3) The members may make, modify, and revoke bylaws.
(b) The bylaws shall provide:
(1)(A) That on each matter coming to a vote at meetings of members, each member is entitled to one (1) vote or to more votes according to a reasonable classification of members stated in the bylaws and based on the amount of the insurance in force, the number of policies held, the amount of the premiums paid by the member, or other reasonable factors.
(B)(i) A member may vote in person or by his or her written proxy.
(ii) A proxy shall not be made irrevocable or for longer than a reasonable period of time;
(2) For election of directors by the members and the number, qualifications, terms of office, and powers of directors;
(3) The time, notice, quorum, and conduct of annual and special meetings of members and voting. The bylaws may provide that the annual meeting shall be held at a place, date, and time to be stated in the policy without giving other notice of the meeting;
(4) The number, designation, election, terms, powers, and duties of the respective corporate officers;
(5) For deposit, custody, disbursement, and accounting for corporate funds; and
(6) For the other reasonable provisions customary, necessary, or convenient for the management or regulation of its corporate affairs.
(c) A provision in the bylaws for determining a quorum of members at a meeting that is less than a majority of the insurer's members shall not be effective unless approved by the Insurance C
Source: Arkansas Code — historical release 78 (November 6, 2020) · 23-69-119
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. A text match is a research starting point; applicability is not established.
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Stable record: arkansas_code:legal_authorities:23-69-119
Source file: gov.ar.code.title.23.odt
Pages: Not recorded – Not recorded
Passage SHA-256: 048c5a3ce41f62db14ca41a6ad9fe7c24a921faeead531bd9ddfa0e738321eb7
Source location: content.xml paragraph 40499
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23-69-119. Bylaws — Mutual insurers.
(a)(1) A domestic mutual insurer shall have bylaws consistent with § 23-69-111(b)(7).
(2) The initial board of directors of a domestic mutual insurer shall adopt original bylaws, subject to the approval of the insurer's members at the next succeeding meeting.
(3) The members may make, modify, and revoke bylaws.
(b) The bylaws shall provide:
(1)(A) That on each matter coming to a vote at meetings of members, each member is entitled to one (1) vote or to more votes according to a reasonable classification of members stated in the bylaws and based on the amount of the insurance in force, the number of policies held, the amount of the premiums paid by the member, or other reasonable factors.
(B)(i) A member may vote in person or by his or her written proxy.
(ii) A proxy shall not be made irrevocable or for longer than a reasonable period of time;
(2) For election of directors by the members and the number, qualifications, terms of office, and powers of directors;
(3) The time, notice, quorum, and conduct of annual and special meetings of members and voting. The bylaws may provide that the annual meeting shall be held at a place, date, and time to be stated in the policy without giving other notice of the meeting;
(4) The number, designation, election, terms, powers, and duties of the respective corporate officers;
(5) For deposit, custody, disbursement, and accounting for corporate funds; and
(6) For the other reasonable provisions customary, necessary, or convenient for the management or regulation of its corporate affairs.
(c) A provision in the bylaws for determining a quorum of members at a meeting that is less than a majority of the insurer's members shall not be effective unless approved by the Insurance Commissioner. This subsection does not affect other law requiring the vote of a larger percentage of members for a specified purpose.
(d)(1) The insurer shall promptly file with the commissioner a copy, certified by the insurer's secretary, of its bylaws and of each modification or addition.
(2) The commissioner shall disapprove a bylaw provision that the commissioner deems unlawful, unreasonable, inadequate, unfair, or detrimental to the proper interests or protection of the insurer's members or any other class.
(3) After receiving written notice of the disapproval of the bylaw provision and during the bylaw provision's existence, the insurer shall not effectuate a bylaw provision so disapproved.
(e) Each domestic stock insurer shall provide written notice to the commissioner within fourteen (14) days after a modification of its bylaws.
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Arkansas Code — all titles (historical 2020) · legal_authorities
23-69-111. Corporate powers and duties.
(a) An insurance corporation formed under §§ 23-69-101 — 23-69-103, 23-69-105 — 23-69-141, 23-69-143, and 23-69-149 — 23-69-156, or existing on January 1, 1960, and of a type which might be formed under §§ 23-69-101 — 23-69-103, 23-69-105 — 23-69-141, 23-69-143, and 23-69-149 — 23-69-156, shall have the same capacity to act possessed by individuals, but with authority to perform only such lawful acts as are necessary or proper to accomplish its purposes.
(b) Without affecting the authority contained in subsection (a) of this section, every insurance corporation formed under §§ 23-69-101 — 23-69-103, 23-69-105 — 23-69-141, 23-69-143, and 23-69-149 — 23-69-156 shall have the following corporate powers:
(1) To have succession by its corporate name for the period stated in its articles;
(2) To sue and be sued in a corporate name;
(3) To adopt, use, and alter a corporate seal, which shall show the year of incorporation;
(4) To acquire, hold, sell, use, dispose of, pledge, or mortgage any such property as its purpose may require, subject to any limitation prescribed by law or the articles of incorporation;
(5) To transact insurance;
(6) To conduct its affairs through its directors, officers, employees, agents, and representatives thereunto authorized;
(7) To make bylaws not inconsistent with law for the exercise of its corporate powers; for the management, regulation, and government of its affairs and property, including, but not limited to, transfer of its stock and calling and holding of meetings of its directors, stockholders, or members; and to modify or amend the bylaws;
(8) To exercise, subject to law and the express provisions of the articles of incorporation, all such incidental and subsidiary powers as may b
Source: Arkansas Code — historical release 78 (November 6, 2020) · 23-69-111
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 23-69-111. This identifies an authority to review, not proof of applicability.