Ohio § 3913.12

§ 3913.12.

(A) In effecting a conversion of a mutual life insurance company into a stock life insurance

company, each policyholder is entitled to consideration in an amount equal to his

equitable share of the value of the mutual company as provided for in the plan of

conversion.  Such consideration may be in the form of stock, either common or preferred, warrants,

bonds, debentures, cash, or increased benefits.  If the plan provides for consideration in the form of stock and if such equitable

share of the value of the mutual company entitles a policyholder to a fractional share

of stock, he shall have the option of receiving the value of such fractional share

in cash or of purchasing such additional fraction as will entitle him to a full share.  If the plan of conversion provides for consideration in the form of stock and if

the initial issue of stock of the new company exceeds the number of shares to which

the policyholders are entitled in the aggregate, each policyholder is also entitled

to preemptive rights in subscribing to his proportionate number of shares of such

excess. (B) The value of the company is the value as determined by the appraisal committee pursuant

to division (D) of section 3913.11 of the Revised Code , and approved by the superintendent of insurance.  The equitable share of the value of the new company held by each policyholder shall

be determined by the ratio which the premiums paid by the policyholder and the dividends

paid or credited to him during the three year period preceding, and the reserve on

his policy on, the date of the examination conducted pursuant to division (C) of section 3913.11 of the Revised Code bear to the total premiums received and dividends paid or credited by the company

during the same period and the reserves on all policies, appropriate weight being

given to premiums, dividends, and reserves as the company with the approval of the

superintendent of insurance deems appropriate in the circumstances. (C) Upon conversion of a mutual life insurance company to a stock life insurance company,

each policyholder's ownership interest in the mutual company terminates except for

the shares of the new company or other consideration in lieu thereof which said policyholder

is entitled to receive and except for all other rights arising under his policy or

policies of insurance.