ORS 732.415
Stock insurer’s proxies

  • regulation by director
  • rules

(1)

A proxy may be authorized in writing to vote the shares of any stockholder, or where authorized of a policyholder, of a domestic stock insurer at any regular or special stockholders’ meeting.

(2)

Such stockholders and policyholders shall be provided with adequate and accurate information with respect to the affairs of the insurer, the interests of those involved in the solicitation of proxies or consents, and the matters regarding which the proxies or consents are solicited.

(3)

Every form of proxy or consent and soliciting material to be used in connection therewith shall be filed with the Director of the Department of Consumer and Business Services in advance of any circulation or other use by at least 10 days, or such shorter period as the director may authorize. Circulation or use of a filed document may be made when such 10-day or shorter period has expired, unless or until the director has disapproved the filing by written notice showing wherein the document does not comply with this section or the pertinent rules. Any proxy or consent obtained in violation of this section shall be void.

(4)

The director may issue rules to carry out the purposes of this section and to prevent fraud or deception in connection with proxies and consents. Such rules may differ as to different types of insurers, and may include, but not by way of limitation, provisions as to:

(a)

Exemption from the requirements of this section for insurers subject to similar provisions of federal law, or with less than a prescribed number of stockholders;

(b)

Disclosure of equivalent information when no proxies or consents are solicited;

(c)

Form and content of proxies, consents and solicitation materials, and filing procedures therefor;

(d)

Procedure for presentation of stockholder proposals; and

(e)

Election contests. [Formerly 738.190]

Source: Section 732.415 — Stock insurer’s proxies; regulation by director; rules, https://www.­oregonlegislature.­gov/bills_laws/ors/ors732.­html.

732.005
Application of private corporation law 732.015
Permit to organize insurer required 732.025
Application for permit to organize stock insurer 732.035
Application for permit to organize insurer without capital stock 732.045
Investigation of applications to organize insurers 732.055
Approval or disapproval of application for permit 732.065
Reporting of changes in information in application 732.075
Revoking or suspending permit to organize insurer 732.085
Incorporators 732.095
Articles of incorporation 732.105
Filing articles of incorporation and surety bond, letter of credit or deposit 732.115
Approval of articles, documents and bond, letter of credit or deposit 732.125
Registration of securities subsequent to issuance of organization permit and certificate of incorporation 732.135
Soliciting subscriptions and applications 732.145
Stipulations required in subscriptions and applications 732.155
Organization to be completed within two years 732.165
Liability of directors and incorporators 732.175
Liability for acting as corporate insurer without authority 732.205
General powers of insurers 732.210
Assertion of lack of capacity or power 732.215
Management contracts prohibited 732.220
Exclusive agency contracts 732.225
Impairment of required capitalization prohibited 732.230
Order to cure impairment 732.235
Voluntary dissolution of insurer 732.240
Trusts of life insurance proceeds 732.245
Home office 732.250
Continuity of management in event of national emergency 732.305
Board of directors 732.320
Supporting documents for expenditures 732.325
Certain transactions and compensation between insurers and directors, trustees, officers, agents or employees prohibited 732.405
Authorized shares 732.410
Right to acquire own shares 732.415
Stock insurer’s proxies 732.420
“Equity security” defined 732.425
Application of insider trading regulation 732.430
Filing statement of security ownership with director 732.435
Suit to recover insider profits 732.440
Prohibited sales of securities 732.445
Establishing or maintaining primary or secondary market in securities 732.450
Arbitrage transactions exempt 732.455
Rules 732.460
Annual report to shareholders or members 732.465
Members of domestic mutual insurers 732.470
Voting rights of members of mutual insurer 732.475
Members’ meetings and procedures of domestic mutual and reciprocal insurers 732.480
Copy of bylaws of domestic mutual insurer to be provided to director 732.517
Purpose of ORS 732.517 to 732.546 732.518
Definitions for ORS 732.517 to 732.546 732.521
Activities that are prohibited unless specified procedures followed 732.523
Procedure for acquiring controlling interest of capital stock 732.526
Hearing on proposed activity 732.527
Approval of acquisition by chief insurance regulatory officials of two or more jurisdictions 732.528
Approval of proposed activity 732.529
Procedures following approval by director of proposed activity 732.531
Acquisition of assets or insurance of mutual or reciprocal insurers 732.533
Statement of acquisition 732.536
Compliance with foreign or alien laws 732.537
Application of ORS 732.527, 732.539, 732.542 and 732.544 to change of control of insurer 732.538
Effect of merger or consolidation 732.539
Notification of acquisition 732.541
Jurisdiction over person obtaining or attempting to obtain control 732.542
Monopoly or substantial diminishment of competition 732.544
Director’s order 732.546
Severability 732.547
Remedies for violation of ORS 732.517 to 732.546 732.548
Definitions for ORS 732.517 to 732.596 732.549
Subsidiaries 732.551
Registration of insurer members of holding company systems 732.552
Registration statement 732.553
Certain information not required to be disclosed 732.554
Changes in registration information 732.556
Requirement that certain persons provide information to insurers 732.558
Termination of registration by director 732.562
Consolidated registration 732.564
Registration for affiliated insurers 732.566
Exemption from ORS 732.517 to 732.596 by director 732.567
Presumption of control 732.568
Disclaimer of affiliation 732.569
Annual enterprise risk report 732.571
Supervisory college for domestic insurer 732.572
Rulemaking authority for ORS 732.517 to 732.596 732.574
Standards for transactions within holding company 732.576
Dividends and distributions 732.578
Liability of officers and directors of insurer that is subject to registration 732.582
Determination of reasonableness and adequacy of capital and surplus 732.584
Examinations 732.586
Confidentiality of information 732.588
Supervision, rehabilitation or liquidation 732.592
Recovery from parent corporation or holding company if domestic insurer ordered into liquidation or rehabilitation 732.594
Director’s determination or acknowledgment of appropriate group-wide supervisor for internationally active insurance group 732.596
Request by insurance holding company system for determination or acknowledgement of group-wide supervisor 732.600
Definitions for ORS 732.600 to 732.630 732.602
Intent of ORS 732.600 to 732.630 732.604
Permissible actions of domestic mutual insurer 732.606
Plan for conversion or reorganization 732.608
Waiver of requirements of ORS 732.606 732.610
Contents of plan 732.611
Eligible member of domestic mutual insurer or mutual holding company 732.612
Consideration for membership interest in converting or reorganizing mutual insurer 732.614
Effect of conversion 732.616
Reorganization involving organization of stock holding company 732.618
Reorganization involving organization of mutual holding company 732.620
Status of mutual holding company as corporation 732.622
Restructuring of mutual holding company 732.624
Approval by Director of Department of Consumer and Business Services of mutual holding company restructuring plan 732.626
Plan review and approval 732.628
Limitations on ownership of shares in companies resulting from conversion, reorganization or restructuring 732.630
Dissenters’ rights 732.650
Definitions 732.653
Scope 732.656
Risk management framework 732.659
Own risk and solvency assessment in accordance with manual 732.662
Own risk and solvency summary report 732.666
Exemptions 732.669
Documentation and supporting information 732.672
Confidentiality 732.680
Submission of corporate governance annual disclosure 732.683
Discretion as to form and content of responses to inquiries in corporate governance annual disclosure 732.686
Maintenance of confidentiality and privilege 732.689
Retention of consultant to assist director’s review of corporate governance annual disclosure 732.810
Definitions for ORS 732.810 to 732.814 732.811
Application of ORS 732.810 to 732.814 732.812
Filing of financial statements 732.813
Notice to prospective insured 732.814
Authority of director over controlling producer and controlled insurer 732.820
Interstate Insurance Product Regulation Compact 732.825
State member of Interstate Insurance Product Regulation Commission
Green check means up to date. Up to date

Current through early 2024

§ 732.415’s source at oregon​.gov