Missouri Laws 287.921 – Conversion of Missouri employers mutual insurance company to a private ..
1. For purposes of this section, the following terms mean:
(1) “Company”, any independent public corporation created for the purpose of insuring Missouri employers against liability for workers’ compensation, occupational disease, and employers’ liability coverage;
Terms Used In Missouri Laws 287.921
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Deed: The legal instrument used to transfer title in real property from one person to another.
- following: when used by way of reference to any section of the statutes, mean the section next preceding or next following that in which the reference is made, unless some other section is expressly designated in the reference. See Missouri Laws 1.020
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Property: includes real and personal property. See Missouri Laws 1.020
- State: when applied to any of the United States, includes the District of Columbia and the territories, and the words "United States" includes such district and territories. See Missouri Laws 1.020
(2) “Department”, the department of commerce and insurance;
(3) “Director”, the director of the department of commerce and insurance.
2. Before January 1, 2025, any company may file amended and restated articles of incorporation with the department and the secretary of state converting the company from an independent public corporation to a private mutual insurance corporation under the provisions of chapter 379. If the director determines that the amended and restated articles of incorporation comply with the applicable provisions of chapter 379, the following shall occur:
(1) The director shall issue an amended certificate of authority effective January 1, 2025, to the company to operate as a private mutual insurance corporation licensed to write any lines of insurance authorized under the provisions of chapter 379;
(2) The director shall reauthorize the company’s existing filings, forms, or other administrative matters on file with the department so that the company’s filings, rates, forms, or other administrative matters shall be effective January 1, 2025; and
(3) The secretary of state shall issue an amended certificate of incorporation effective January 1, 2025, certifying and declaring the company to be a body corporate duly organized, existing, and entitled to all rights and privileges granted corporations organized under chapter 379.
3. The company may continue to conduct business under its existing name or adopt any other name that complies with state law.
4. (1) From and after January 1, 2025, the converted private mutual insurance corporation shall become the successor in interest to all assets and liabilities of the company as of the conversion date directed in this section without any conveyance or transfer and without any further act or deed and shall be vested by operation of law to all property of the company.
(2) The state is not liable for the expenses, liabilities, or debts of:
(a) The converted private mutual insurance corporation described in this section;
(b) The company; or
(c) A subsidiary or joint enterprise involving the private mutual insurance corporation or the company.