N.Y. ISC Law § 6115

§ 6115. Merger. (a) (1) Two or more reciprocal insurers may, by a\ntwo-thirds affirmative vote of the subscribers of each insurer, merge in\naccordance with the provisions of article seventy-one of this chapter.\n (2) The powers of such new reciprocal insurer under this article shall\nnot be greater than those possessed hereunder by the merging insurers.\n (3) The operating reserve accumulations of the respective subscribers\nshall be transferred and credited to such subscribers as members of the\nnew reciprocal insurer and all other reserves, guaranty funds and other\nundistributed funds shall be transferred to the corresponding reserve or\nguaranty fund accounts of the new insurer.\n (b) (1) If after examination, the superintendent finds that the merger\nof any such insurers is in conformity with law, and that the new\nreciprocal insurer meets with the requirements of this chapter, he may\nissue a license to such insurer to do business under the provisions of\nthis chapter. Thereupon, the remaining assets shall be forthwith\ntransferred to it, and the predecessor reciprocal insurers shall cease\nto have authority to do business as such and shall be deemed\nextinguished.\n (2) Every such new reciprocal insurer formed by merger shall assume\nand succeed to all of the obligations and liabilities of the respective\nmerging reciprocal insurers and shall be held liable to pay and\ndischarge all such debts and liabilities in the same manner as if they\nhad been incurred or contracted by it, but the subscribers of such\npredecessor reciprocal insurers shall continue subject to all the\nliabilities, claims and demands which shall then exist, or which may\nthereafter accrue against them, or any of them, by reason of any\nobligations incurred by them or on their behalf as such subscribers\nbefore the date of merger.\n (3) Upon the merger of any reciprocal insurer, dissenting subscribers\nshall be entitled to the conditional withdrawal of their accumulated\noperating reserves on deposit with the predecessor insurer as of the\ndate of merger but a sufficient amount thereof shall be retained by the\nnew reciprocal insurer as a deposit until all of the obligations\nincurred on their behalf have been extinguished.\n (4) When all of such obligations have been paid, discharged or\nterminated, and the superintendent after an examination shall have so\ncertified, the said subscribers' deposits or the balances thereof\nremaining to their credit shall be returned and released, whereupon the\npowers of the attorney-in-fact relating thereto shall cease and\nterminate.\n