---
kind: "section"
citation: "15 U.S.C. § 6732"
title: "15"
title_heading: "Commerce and Trade"
number: "6732"
heading: "Redomestication of mutual insurers"
release: "119-102"
date: "2026-07-12"
url: "https://uscodex.org/usc/15/6732"
units:
  - "Chapter 93 — Insurance"
  - "Subchapter II — Redomestication of Mutual Insurers"
---

# §6732. Redomestication of mutual insurers

- (a) **Redomestication—** A [mutual insurer](/usc/15/6735.md?p=6) organized under the laws of any [State](/usc/15/15g.md?p=2) may [transfer](/usc/15/6735.md?p=11) its [domicile](/usc/15/6735.md?p=2) to a [transferee domicile](/usc/15/6735.md?p=14) as a step in a reorganization in which, pursuant to the laws of the [transferee domicile](/usc/15/6735.md?p=14) and consistent with the standards in [subsection (f)](#f), the [mutual insurer](/usc/15/6735.md?p=6) becomes a stock insurer that is a direct or indirect subsidiary of a mutual holding company.
- (b) **Resulting domicile—** Upon complying with the applicable law of the [transferee domicile](/usc/15/6735.md?p=14) governing [transfers](/usc/15/6735.md?p=11) of [domicile](/usc/15/6735.md?p=2) and completion of a [transfer](/usc/15/6735.md?p=11) pursuant to this section, the [mutual insurer](/usc/15/6735.md?p=6) shall cease to be a domestic insurer in the [transferor domicile](/usc/15/6735.md?p=15) and, as a continuation of its corporate existence, shall be a domestic insurer of the [transferee domicile](/usc/15/6735.md?p=14).
- (c) **Licenses preserved—** The certificate of authority, agents’ appointments and licenses, rates, approvals and other items that a [licensed State](/usc/15/6735.md?p=5) allows and that are in existence immediately prior to the date that a [redomesticating insurer](/usc/15/6735.md?p=10) [transfers](/usc/15/6735.md?p=11) its [domicile](/usc/15/6735.md?p=2) pursuant to this subchapter shall continue in full force and effect upon [transfer](/usc/15/6735.md?p=11), if the insurer remains duly qualified to transact the business of insurance in such [licensed State](/usc/15/6735.md?p=5).
- (d) **Effectiveness of outstanding policies and contracts—**
  - (1) **In general—** All outstanding insurance policies and annuities contracts of a [redomesticating insurer](/usc/15/6735.md?p=10) shall remain in full force and effect and need not be endorsed as to the new [domicile](/usc/15/6735.md?p=2) of the insurer, unless so ordered by the [State insurance regulator](/usc/15/6735.md?p=12) of a [licensed State](/usc/15/6735.md?p=5), and then only in the case of outstanding policies and contracts whose owners reside in such [licensed State](/usc/15/6735.md?p=5).
  - (2) **Forms—**
    - (A) Applicable [State law](/usc/15/6735.md?p=13) may require a [redomesticating insurer](/usc/15/6735.md?p=10) to file new policy forms with the [State insurance regulator](/usc/15/6735.md?p=12) of a [licensed State](/usc/15/6735.md?p=5) on or before the effective date of the [transfer](/usc/15/6735.md?p=11).
    - (B) Notwithstanding [subparagraph (A)](#d-2-A), a [redomesticating insurer](/usc/15/6735.md?p=10) may use existing policy forms with appropriate endorsements to reflect the new [domicile](/usc/15/6735.md?p=2) of the [redomesticating insurer](/usc/15/6735.md?p=10) until the new policy forms are approved for use by the [State insurance regulator](/usc/15/6735.md?p=12) of such [licensed State](/usc/15/6735.md?p=5).
- (e) **Notice—** A [redomesticating insurer](/usc/15/6735.md?p=10) shall give notice of the proposed [transfer](/usc/15/6735.md?p=11) to the [State insurance regulator](/usc/15/6735.md?p=12) of each [licensed State](/usc/15/6735.md?p=5) and shall file promptly any resulting amendments to corporate documents required to be filed by a foreign licensed [mutual insurer](/usc/15/6735.md?p=6) with the insurance regulator of each such [licensed State](/usc/15/6735.md?p=5).
- (f) **Procedural requirements—** No [mutual insurer](/usc/15/6735.md?p=6) may redomesticate to another [State](/usc/15/15g.md?p=2) and reorganize into a mutual holding company pursuant to this section unless the [State insurance regulator](/usc/15/6735.md?p=12) of the [transferee domicile](/usc/15/6735.md?p=14) determines that the plan of reorganization of the insurer includes the following requirements:
  - (1) **Approval by board of directors and policyholders—** The reorganization is approved by at least a majority of the board of directors of the [mutual insurer](/usc/15/6735.md?p=6) and at least a majority of the [policyholders](/usc/15/6735.md?p=8) who vote after notice, disclosure of the reorganization and the effects of the transaction on [policyholder](/usc/15/6735.md?p=8) contractual rights, and reasonable opportunity to vote, in accordance with such notice, disclosure, and voting procedures as are approved by the [State insurance regulator](/usc/15/6735.md?p=12) of the [transferee domicile](/usc/15/6735.md?p=14).
  - (2) **Continued voting control by policyholders; review of public stock offering—** After the consummation of a reorganization, the [policyholders](/usc/15/6735.md?p=8) of the reorganized insurer shall have the same voting rights with respect to the mutual holding company as they had before the reorganization with respect to the [mutual insurer](/usc/15/6735.md?p=6). With respect to an initial public offering of stock, the offering shall be conducted in compliance with applicable securities laws and in a manner approved by the [State insurance regulator](/usc/15/6735.md?p=12) of the [transferee domicile](/usc/15/6735.md?p=14).
  - (3) **Award of stock or grant of options to officers and directors—** During the applicable period provided for under the [State law](/usc/15/6735.md?p=13) of the [transferee domicile](/usc/15/6735.md?p=14) following completion of an initial public offering, or for a period of six months if no such applicable period is provided, neither a stock holding company nor the converted insurer shall award any stock options or stock grants to [persons](/usc/15/6735.md?p=7) who are elected officers or directors of the mutual holding company, the stock holding company, or the converted insurer, except with respect to any such awards or options to which a [person](/usc/15/6735.md?p=7) is entitled as a [policyholder](/usc/15/6735.md?p=8) and as approved by the [State insurance regulator](/usc/15/6735.md?p=12) of the [transferee domicile](/usc/15/6735.md?p=14).
  - (4) **Policyholder rights—** Upon reorganization into a mutual holding company, the contractual rights of the [policyholders](/usc/15/6735.md?p=8) are preserved.
  - (5) **Fair and equitable treatment of policyholders—** The reorganization is approved as fair and equitable to the [policyholders](/usc/15/6735.md?p=8) by the insurance regulator of the [transferee domicile](/usc/15/6735.md?p=14).

## Source credit

(Pub. L. 106–102, title III, § 312, Nov. 12, 1999, 113 Stat. 1417.)
