Md. Code, Insurance § 3-101
This subtitle applies to each stock insurer and each mutual insurer that engages in or proposes to engage in the insurance business in the State.
Md. Code, Insurance, Title 3
Md. Code, Insurance, Title 3
in effectMd. Code, Insurance § 3-102
(a) Except as otherwise specifically provided in this article, each domestic insurer shall comply with the applicable provisions of the Corporations and Associations Article that relate to formation, powers vested in, and duties of corporations formed under the general provisions of the Corporations and Associations Article.
(b) Unless a class of corporations to which this subtitle applies is specifically included in a statute passed after December 31, 1963, a domestic insurer is only subject to regulation under this article.
Md. Code, Insurance § 3-103
(a) A domestic insurer may be formed for insurance purposes under Title 2 of the Corporations and Associations Article.
(b) A domestic insurer may be formed either as a mutual insurer or stock insurer, as stated in its articles of incorporation.
(c) (1) Each policyholder of a domestic mutual insurer, other than a holder of a reinsurance contract, is a member of the mutual insurer, with each right and obligation of membership.
(2) Each policy shall state the provisions of paragraph (1) of this subsection.
(3) Any person, government, governmental unit, state, or political subdivision may be a member of a domestic, foreign, or alien mutual insurer.
(4) An officer, stockholder, trustee, or legal representative of a member:
(i) may be recognized as acting in a representative capacity for or on behalf of the member for the purpose of the membership; and
(ii) is not personally liable on the insurance contract for acting in that representative capacity.
(5) A Maryland corporation may participate as a member of a mutual insurer incidentally to the purpose for which the corporation is organized.
(d) (1) Each member of a domestic mutual insurer is entitled to one vote, or to the number of votes the bylaws provide, based on:
(i) the insurance in force;
(ii) the number of policies held; or
(iii) the amount of premium paid.
(2) Only the policyholder under a group policy is a member of the mutual insurer and is entitled to vote at the meetings of the mutual insurer.
(e) (1) Except as provided in paragraph (2) of this subsection, the board of directors of a domestic insurer shall have at least nine members.
(2) The board of directors of a domestic financial guaranty insurance company that is prohibited from issuing new policies of financial guaranty insurance shall have at least five members.
Md. Code, Insurance § 3-104
(a) The articles of incorporation of each domestic insurer and any amendment to its charter must be submitted to the Commissioner for examination and approval before they may be accepted for record by the Department of Assessments and Taxation.
(b) Articles of incorporation and articles of amendment are not effective unless the Commissioner, by written endorsement on them, has approved the articles as being in accordance with the insurance laws of the State.
Md. Code, Insurance § 3-105
(a) A person proposing to form a mutual insurer may not solicit in the State applications or premiums for policies of the proposed mutual insurer until the person provides the Commissioner with specific information about the methods and proposed cost of the promotion.
(b) (1) Before a person proposing to form a mutual insurer solicits applications or premiums for policies, the person shall have funds acquired in accordance with § 3-116 of this subtitle in the amount of:
(i) $125,000, if the person will solicit applications or premiums for one kind of insurance business, as set out in § 4-104 of this article; or
(ii) $250,000, if the person will solicit applications or premiums for two or more kinds of insurance business.
(2) The funds shall be held in cash or in investments authorized for capital and reserve under Title 5, Subtitle 6 of this article.
(c) (1) A person must obtain a license from the Commissioner before the person forms a mutual insurer in the State.
(2) Before issuing a license, the Commissioner shall investigate the record of the applicant.
(3) The Commissioner shall issue a license under this subsection if the Commissioner finds that the applicant is honest and trustworthy.
Md. Code, Insurance § 3-106
To qualify for a certificate of authority to engage in the insurance business, a mutual insurer must:
(1) meet the requirements of § 3-105 of this subtitle; and
(2) have received applications and collected cash premiums in an amount that, when added to any other legally available funds, results in unencumbered assets greater than all required reserves and other liabilities at least equal to the amount required by:
(i) Sections 4-104 and 4-105 of this article, if the mutual insurer will be authorized to engage in insurance business on a nonassessable basis; or
(ii) Section 3-107 of this subtitle, if the mutual insurer will be authorized to engage in insurance business on an assessable basis.
Md. Code, Insurance § 3-107
(a) A mutual insurer that proposes to or writes assessable policies must comply with all applicable requirements of this article except that the financial requirements of this section apply instead of the requirements of §§ 4-104, 4-105, and 4-106 and Title 5, Subtitle 10 of this article.
(b) (1) The mutual insurer must have applications for insurance on which it shall issue simultaneously, or it must have in force, at least 20 policies to at least 20 members for the same kind of insurance, on at least 200 separate risks, each within the maximum single risk described in subsection (c) of this section.
(2) To transact workers’ compensation insurance or employer’s liability insurance, the application shall cover at least 2,000 employees, with each employee considered a separate risk when determining the maximum single risk.
(c) (1) The maximum single risk may not exceed the greatest of:
(i) 20% of the admitted assets;
(ii) 3 times the average risk; and
(iii) 1% of the insurance in force.
(2) When determining the maximum single risk, any authorized reinsurance that takes effect simultaneously with the policy shall be deducted from the maximum single risk.
(d) (1) On each insurance application required by subsection (b) of this section, the mutual insurer must have collected:
(i) an annual cash premium; or
(ii) a full premium for the term of the policy, if the policy is for less than 1 year.
(2) The total of the premiums shall be held in cash or in investments authorized for capital and reserve under Title 5, Subtitle 6 of this article.
(e) (1) To qualify for authority to engage in one kind of insurance business allowed to be written on an assessable basis under this article, a mutual insurer must have total assets that:
(i) equal at least $250,000; and
(ii) exceed the amount required for reserves and all other liabilities by at least $125,000.
(2) For purposes of paragraph (1) of this subsection, assets include borrowed surplus under § 3-116 of this subtitle, but exclude borrowed money or other borrowed assets.
(f) To qualify for authority to engage in two or more kinds of insurance business allowed to be written on an assessable basis under this article, a mutual insurer must have assets that:
(1) equal at least $500,000; and
(2) exceed the amount required for reserves and all other liabilities by at least $250,000.
(g) (1) This subsection applies only to a domestic mutual insurer that:
(i) is licensed only for property insurance and casualty insurance, other than motor vehicle physical damage insurance, motor vehicle liability insurance, or workers’ compensation insurance; and
(ii) writes assessable policies.
(2) Notwithstanding any other provision of this section, a domestic mutual insurer described by paragraph (1) of this subsection need not have assets or surplus exceeding the amount that the mutual insurer would be required to have if it wrote only one kind of insurance, if the mutual insurer:
(i) restricts its operations to the county where its principal office is located and to the counties of the State that are immediately adjacent to that county;
(ii) is not licensed to engage in the insurance business in another state;
(iii) has been in existence for at least 20 years before July 1, 1968; and
(iv) maintains an automatic reinsurance treaty, filed with and approved by the Commissioner, that reinsures liability coverages issued by the mutual insurer in excess of a net amount of retention that is satisfactory to the Commissioner.
Md. Code, Insurance § 3-108
After being authorized to engage in one kind of insurance business, a mutual insurer may be authorized by the Commissioner to engage in additional kinds of insurance business as allowed by § 4-111 of this article if the mutual insurer otherwise complies with this article.
Md. Code, Insurance § 3-109
(a) If the minimum surplus of a stock insurer required to be maintained by § 4-105 of this article becomes impaired, or if the assets of a mutual insurer are less than its liabilities and the minimum amount of surplus required to be maintained by §§ 3-106 and 3-107 of this subtitle for authority to engage in the kinds of insurance business being transacted, the Commissioner immediately shall:
(1) determine the amount of deficiency; and
(2) serve notice on the insurer to cure the deficiency within 60 days after service of the notice.
(b) An insurer may cure the deficiency:
(1) in cash or in assets eligible for the investment of the insurer’s funds under Title 5, Subtitle 5 or Subtitle 6 of this article;
(2) if a stock insurer, by reducing its capital to an amount not below the minimum required for the kinds of insurance that the stock insurer will transact; or
(3) if a mutual insurer, by amending its certificate of authority to cover only the kinds of insurance for which the mutual insurer has sufficient surplus under this article.
(c) (1) Except as provided in paragraph (2) of this subsection, if an insurer does not cure the deficiency and file proof that it has done so with the Commissioner within the 60-day period:
(i) the insurer is considered insolvent; and
(ii) the Commissioner shall institute delinquency proceedings against the insurer under Title 9, Subtitle 2 of this article.
(2) If the deficiency exists because the Commissioner required increased loss reserves, disallowed certain assets, or reduced the value at which certain assets are carried in the insurer’s accounts, the Commissioner, on application and good cause shown, may extend for not more than an additional 60 days the period within which the insurer may cure the deficiency and file proof that it has done so.
(d) The directors of an insurer are individually liable for losses incurred under policies that are issued by the insurer:
(1) after expiration of the period provided for curing a deficiency of the insurer’s capital stock or surplus; and
(2) before the deficiency is cured.
Md. Code, Insurance § 3-110
(a) (1) Except as provided in § 3-113 of this subtitle for nonassessable policies, each member of a domestic mutual insurer other than a life insurer is contingently liable on a pro rata basis for the discharge of the liabilities of the domestic mutual insurer.
(2) The contingent liability provided for by this subsection shall be expressly stated in each policy.
(b) Termination of the policy of a member does not relieve the member of the contingent liability for the member’s proportion, if any, of the obligations of the domestic mutual insurer that accrued while the policy was in force.
(c) The unrealized contingent liability of a member is not an asset of the domestic mutual insurer in determining its financial condition.
Md. Code, Insurance § 3-111
(a) The directors of a domestic mutual insurer shall assess its members who, at any time during the 36 months before the notice of assessment is mailed to them under § 3-112(b) of this subtitle, held policies providing for contingent liability, if:
(1) the assets of the domestic mutual insurer at any time are less than its liabilities plus the minimum surplus required to be maintained to transact the kind of insurance being transacted by the domestic mutual insurer; and
(2) the deficiency is not being cured from other sources.
(b) Members assessed under this section are liable to the domestic mutual insurer for the amount assessed.
(c) (1) The total of assessments shall be sufficient to:
(i) cure the deficiency; and
(ii) provide reasonable working funds above the minimum surplus, not exceeding 5% of the domestic mutual insurer’s liabilities on the date that the deficiency was determined.
(2) A member’s assessment may not exceed the lesser of:
(i) one policy premium; or
(ii) the premium for a full year.
(d) The assessment on a policy with contingent liability shall be computed based on the premiums earned on the policy during the period to which the assessment relates.
(e) A member may not have an offset against an assessment for which the member is liable because of a claim for an unearned premium or loss payable.
Md. Code, Insurance § 3-112
(a) The determination by the domestic mutual insurer of the total assessment under § 3-111 of this subtitle and the amount of each member’s assessment is considered prima facie correct.
(b) (1) The domestic mutual insurer shall mail to each member, at the member’s last address of record with the domestic mutual insurer, notice of:
(i) the amount of the assessment to be paid; and
(ii) the period within which the assessment must be paid.
(2) The period within which the assessment must be paid may not be less than 20 days after notice.
(c) (1) If a member fails to pay the assessment within the period specified in the notice, the domestic mutual insurer may bring suit to collect the assessment.
(2) Failure of the member to receive the notice mailed in accordance with subsection (b) of this section is not a defense in an action to collect the assessment.
Md. Code, Insurance § 3-113
(a) If a domestic mutual insurer has surplus funds at least equal to the paid-in capital stock and surplus required of a domestic stock insurer that transacts like kinds of insurance business, the domestic mutual insurer, on receipt of an order of the Commissioner authorizing it to do so, may extinguish the contingent liability of its members as to all its policies in force and may issue nonassessable policies.
(b) Subject to the requirements of this article for issuing nonassessable policies, a foreign or alien mutual insurer may issue nonassessable policies to its members in the State under its articles of incorporation and the laws of its domicile.
(c) A mutual insurer may not issue assessable policies in the State if the mutual insurer issues nonassessable policies in the State or another jurisdiction.
(d) A policy of a domestic mutual insurer that, under an order of the Commissioner, is without contingent liability and therefore is nonassessable by its terms is not subject to assessment for a debt or liability of the domestic mutual insurer.
(e) The Commissioner shall revoke the authority of a mutual insurer to issue nonassessable policies if:
(1) the assets of the mutual insurer at any time are less than the sum of its liabilities and the surplus required for that authority; or
(2) the mutual insurer, by resolution of its board of directors approved by a majority of its members, requests that the authority be revoked.
(f) After revocation of a mutual insurer’s authority to issue nonassessable policies, the mutual insurer may not:
(1) issue a nonassessable policy; or
(2) renew a policy that is renewable at the option of the mutual insurer without endorsing the policy to provide for the contingent liability of the policyholder.
Md. Code, Insurance § 3-114
(a) A domestic stock insurer or domestic mutual insurer may:
(1) issue any or all of its policies with or without participation in profits, savings, or unabsorbed parts of premiums;
(2) classify policies issued on a participating and nonparticipating basis; and
(3) determine the right to participate and the extent of participation of any class of policies.
(b) The classification of policies or determination of participation under subsection (a) of this section shall be reasonable and may not discriminate unfairly between policyholders within the same classifications.
(c) A life insurer may issue both participating and nonparticipating policies only if the right or absence of the right to participate is reasonably related to the premium charged.
Md. Code, Insurance § 3-115
(a) The directors of a domestic mutual insurer periodically may apportion and pay or credit to its members dividends only out of that part of surplus funds that represents net realized savings and net realized earnings in excess of the surplus required by law to be maintained.
(b) A dividend that is otherwise proper may be payable out of the domestic mutual insurer’s net realized savings and net realized earnings even though the domestic mutual insurer’s total surplus is then less than its total contributed surplus.
Md. Code, Insurance § 3-116
(a) (1) A director, officer, or member of a stock insurer or mutual insurer or any other person may lend or advance to the stock insurer or mutual insurer any money necessary to enable it to comply with a surplus requirement or any other requirement of law.
(2) The instrument evidencing a loan or advance under this subsection shall:
(i) be approved as to form and content by the Commissioner; and
(ii) contain provisions that specify that:
1. the instrument is subordinate to policyholders, claimant and beneficiary claims, and all other classes of creditors other than surplus note holders; and
2. interest payments and principal repayments may not be made without prior approval of the Commissioner.
(3) A loan or advance under this subsection and any interest on it:
(i) is payable only out of the surplus remaining after the stock insurer or mutual insurer provides for all reserves and other liabilities; and
(ii) is not otherwise a liability or claim against the stock insurer or mutual insurer or any of its assets.
(b) (1) Proceeds of a loan or advance under this section shall be in the form of cash or other admitted assets having readily determinable values and liquidity satisfactory to the Commissioner.
(2) In each annual statement, a stock insurer or mutual insurer shall report the amount of each loan or advance made under this section.
Md. Code, Insurance § 3-117
(a) (1) Except as provided in subsection (d) of this section, an authorized insurer or its subsidiary may not make, directly or indirectly, a loan to a director or executive officer of the authorized insurer unless the loan:
(i) is a bona fide mortgage loan made on a principal residence of the director or executive officer; and
(ii) is approved or ratified by the board of directors of the authorized insurer.
(2) A director or executive officer may not accept, directly or indirectly, a loan prohibited by paragraph (1) of this subsection.
(b) An authorized insurer may not make an advance to a director or executive officer of the authorized insurer for future services to be performed more than 1 year after the date of making the advance.
(c) (1) An authorized insurer or its affiliate or subsidiary may not guarantee, directly or indirectly, the financial obligation of a director or executive officer of the authorized insurer, affiliate, or subsidiary.
(2) A guarantee made in violation of this subsection is void.
(3) This subsection does not prohibit an insurer from making or entering into an insurance contract or surety bond that is authorized by its articles of incorporation for a director or executive officer.
(d) This section does not prohibit a life insurer from making a policy loan to a director or executive officer of the life insurer on a policy or contract of the life insurer in an amount not exceeding the loan value of the policy or contract.
Md. Code, Insurance § 3-118
A domestic stock insurer or domestic mutual insurer may not enter into an agreement in which a person agrees to pay all or part of the expenses of management of the domestic stock insurer or domestic mutual insurer in consideration of an agreement to pay to the person commissions on premiums due the domestic stock insurer or domestic mutual insurer or any other compensation for the person’s services.
Md. Code, Insurance § 3-119
(a) In this section, “equity security” means:
(1) stock or a similar security;
(2) a security convertible, with or without consideration, into stock or a similar security;
(3) a security carrying a warrant or right to subscribe to or purchase stock or a similar security;
(4) any other warrant or right to subscribe to or purchase stock or a similar security; or
(5) any other security that the Commissioner considers to be of a similar nature and necessary or appropriate to treat as an equity security, based on regulations adopted by the Commissioner in the public interest or to protect investors.
(b) (1) Subsections (d), (e), and (f) of this section do not apply to foreign or domestic arbitrage transactions unless those transactions are made in contravention of regulations adopted by the Commissioner to carry out this section.
(2) Subsections (d), (e), and (f) of this section do not apply to equity securities of a domestic stock insurer if:
(i) the securities are registered or required to be registered under § 12 of the Securities Exchange Act of 1934; or
(ii) the domestic stock insurer did not have any class of its equity securities held of record by 100 or more persons on the last business day of the year immediately preceding the year in which equity securities of the insurer otherwise would be subject to subsections (d), (e), and (f) of this section.
(c) (1) The Commissioner:
(i) may adopt regulations necessary to carry out this section; and
(ii) for the purpose of adopting regulations, may classify domestic stock insurers, securities, and other persons or matters within the Commissioner’s jurisdiction.
(2) The provisions of subsections (d), (e), and (f) of this section that impose liability may not be applied to an act committed or omitted in good faith in conformity with a regulation of the Commissioner, notwithstanding that the regulation is later amended, rescinded, or determined by judicial or other authority to be invalid for any reason.
(d) (1) A person shall file with the Commissioner, in the form the Commissioner requires, a statement of the amount of all equity securities of a domestic stock insurer of which the person is the beneficial owner within 10 days after the person becomes:
(i) directly or indirectly the beneficial owner of more than 10% of any class of equity security of the domestic stock insurer; or
(ii) a director or officer of the domestic stock insurer.
(2) Within 10 days after the end of each calendar month in which there has been a change in ownership of securities that are subject to reporting under paragraph (1) of this subsection, the person whose ownership has changed shall file with the Commissioner, in the form the Commissioner requires, a statement indicating the person’s ownership at the end of the calendar month and the changes in ownership that have occurred during that calendar month.
(e) (1) The purpose of this subsection is to prevent the unfair use of information that may have been obtained by a beneficial owner, director, or officer of a domestic stock insurer because of that person’s relationship to the domestic stock insurer.
(2) (i) Except as provided in subparagraph (ii) of this paragraph, any profit realized by a beneficial owner, director, or officer of a domestic stock insurer from a purchase and sale, or a sale and purchase, of an equity security of the domestic stock insurer within a period of less than 6 months inures to and is recoverable by the domestic stock insurer, regardless of the intention of the beneficial owner, director, or officer in entering into the transaction of holding the equity security purchased or of not repurchasing the security sold for more than 6 months.
(ii) An equity security acquired in good faith in connection with a debt contracted prior to the 6-month period is not subject to subparagraph (i) of this paragraph.
(3) (i) A suit to recover any profit obtained in violation of this subsection may be brought in a court of competent jurisdiction by:
1. the domestic stock insurer; or
2. the owner of any security of the domestic stock insurer in the name and on behalf of the domestic stock insurer, if the domestic stock insurer fails or refuses to bring the suit within 60 days after a request to do so or fails to prosecute the suit diligently.
(ii) A suit under this subsection may not be brought more than 2 years after the date the profit was realized.
(4) This subsection may not be construed to apply to:
(i) a transaction in which the beneficial owner was not a beneficial owner both at the time of the purchase and sale, or the sale and purchase, of the security involved; or
(ii) a transaction that the Commissioner exempts by regulation as not within the purpose of this subsection.
(f) (1) A beneficial owner, director, or officer of a domestic stock insurer may not sell, directly or indirectly, an equity security of the domestic stock insurer if the person selling the equity security or the person’s principal does not own the equity security sold.
(2) A beneficial owner, director, or officer of a domestic stock insurer may not sell, directly or indirectly, an equity security of the domestic stock insurer owned by the person selling the security or the person’s principal if the person or the person’s principal:
(i) does not deliver the equity security against the sale within 20 days after the sale; or
(ii) within 5 days after the sale does not deposit the equity security in the mail or other usual channels of transportation.
(3) A person is not considered to have violated this subsection if the person proves that, notwithstanding the exercise of good faith, the person was unable to make the delivery or deposit within the time allowed or proves that to do so would cause undue inconvenience or expense.
(g) (1) The following provisions do not apply to a dealer acting in the ordinary course of the dealer’s business and incident to the establishment or maintenance by that dealer of a primary or secondary market, other than on an exchange as defined in the Securities Exchange Act of 1934, for an equity security, except for equity securities held by the dealer in an investment account:
(i) subsection (e) of this section, for any purchase and sale, or sale and purchase, of an equity security of a domestic stock insurer; and
(ii) subsection (f) of this section, for any sale of an equity security of a domestic stock insurer.
(2) By regulation as the Commissioner considers necessary or appropriate in the public interest, the Commissioner may define and require terms and conditions for:
(i) securities held in an investment account; and
(ii) transactions made in the ordinary course of business and incident to the establishment or maintenance of a primary or secondary market.
Md. Code, Insurance § 3-120
(a) This section does not apply to mutualization under a court order in connection with the rehabilitation or reorganization of an insurer under Title 9, Subtitle 2 of this article.
(b) A domestic stock insurer, other than a title insurer, may become a mutual insurer under a plan and procedure that is approved by the Commissioner after a hearing.
(c) The Commissioner may not approve a plan or procedure for mutualization unless:
(1) the plan or procedure is equitable to stockholders and policyholders;
(2) the plan is subject to approval by vote of the holders of at least three-fourths of the insurer’s outstanding capital stock with voting rights and by vote of at least two-thirds of the insurer’s policyholders who vote on the plan in person, by proxy, or by mail under the notice and procedure approved by the Commissioner;
(3) for a life insurer, the right to vote under item (2) of this subsection is limited to holders of policies, other than term or group policies, that have been in force for more than 1 year;
(4) mutualization will result in retirement of shares of the insurer’s capital stock at a price not exceeding the fair market value of the stock as determined by competent disinterested appraisers;
(5) the plan provides for the purchase of the stock of an objecting stockholder in the same manner and subject to the same applicable conditions provided by Title 3, Subtitle 2 of the Corporations and Associations Article for the rights of objecting stockholders with respect to consolidation or merger of corporations;
(6) the plan provides for definite conditions to be fulfilled by a designated early date on which the mutualization will be considered effective; and
(7) the mutualization leaves the insurer with surplus funds that are reasonably adequate for the security of its policyholders and to enable the insurer to continue successfully in business in the states where it is then authorized to transact insurance business for the kinds of insurance included in its certificates of authority in those states.
Md. Code, Insurance § 3-121
(a) A domestic mutual insurer may become a stock insurer under a plan and procedure that is approved by the Commissioner.
(b) The Commissioner may not approve a plan or procedure for conversion of a mutual insurer to a stock insurer unless:
(1) the plan or procedure is equitable to the insurer’s members;
(2) the plan is subject to approval by vote of at least three-fourths of the insurer’s current members who vote on the plan in person, by proxy, or by mail at a meeting of members called for that purpose under reasonable notice and procedure approved by the Commissioner;
(3) for a life insurer, the right to vote may be limited to members who hold policies, other than term or group policies, that have been in force for at least 1 year;
(4) the plan provides as to any holder of a surplus note participating in the conversion that:
(i) the rights of the holder shall be governed by the terms of the surplus note; or
(ii) if the terms of the surplus note are silent regarding a conversion and the holder is not also a member, the holder may not vote on the planned conversion;
(5) the equity of each policyholder in the insurer:
(i) is determinable under a fair formula approved by the Commissioner; and
(ii) is based on not less than the insurer’s entire surplus, minus contributed or borrowed surplus funds, plus a reasonable present equity in reserves and in all nonadmitted assets;
(6) all current policyholders and all persons that were policyholders of the insurer within 3 years before the date the plan was submitted to the Commissioner are entitled to participate in the purchase of stock or distribution of assets;
(7) the plan gives to each policyholder specified in item (6) of this subsection a preemptive right:
(i) within a designated reasonable period, to acquire the policyholder’s proportionate part of all of the proposed capital stock of the insurer; and
(ii) to apply on the purchase of proposed capital stock the amount of the policyholder’s equity in the insurer as determined under item (5) of this subsection;
(8) stock is offered to policyholders at a price that is not greater than the price at which the stock will be offered to others in the initial offering, but that is not more than double the par value of the stock;
(9) the plan provides for payment to each policyholder who elects not to apply the policyholder’s equity in the insurer for or on the purchase price of stock to which the policyholder is preemptively entitled, in cash in an amount that equals not less than 50% of the amount of the policyholder’s equity that was not used for the purchase of stock, and which payment, together with any stock purchased, constitutes full payment and discharge of the policyholder’s equity as an owner of the insurer; and
(10) the completed plan provides that the converted insurer will have:
(i) paid-in capital stock equal to not less than the minimum paid-in capital required of a domestic stock insurer that transacts like kinds of insurance business; and
(ii) surplus funds equal to not less than 100% of the required capital.
(c) Within 60 days of the filing of a plan that contains all of the information required under this section and any regulations adopted under this section, the Commissioner shall approve or disapprove the plan.
(d) At the expense of the mutual insurer, the Commissioner may retain any qualified expert who is not a part of the staff of the Commissioner to assist in reviewing the plan.
(e) After written notice to the mutual insurer and any other interested person, the Commissioner may hold a hearing on whether the terms of the plan comply with this section.
(f) (1) If a mutual insurer is insolvent or, in the judgment of the Commissioner, is in a hazardous financial condition, the board of directors of the mutual insurer, by a majority vote, may request by a petition, as provided under paragraph (2) of this subsection, that the Commissioner waive the requirements concerning notice to, and approval by, policyholders of the planned conversion.
(2) The petition by the board of directors shall specify:
(i) the method and basis for issuance of the shares of capital stock of the converted stock insurer to an independent party in connection with an investment by the independent party in an amount sufficient to restore the converted stock insurer to sound financial condition; and
(ii) if the Commissioner finds that the value of the mutual insurer is insufficient to warrant financial consideration, that the conversion shall be accomplished without financial consideration to past, present, or future policyholders.
(3) (i) By written order, the Commissioner may waive the requirements of subsection (b)(2) of this section if the Commissioner finds that the mutual insurer no longer meets statutory requirements with respect to capital, surplus, deposits, or assets.
(ii) Any finding that results in a waiver under this paragraph shall be made after:
1. review of the plan; and
2. A. an audit of the mutual insurer’s quarterly or annual financial statement; or
B. a financial examination of the mutual insurer.
(g) The Commissioner may adopt regulations to enforce the provisions of this section.
Md. Code, Insurance § 3-121.1
§3–121.1.
(a) (1) In this section the following words have the meanings indicated.
(2) “Mutual insurance holding company” means a nonstock corporation that:
(i) is incorporated in the State in accordance with a plan of reorganization adopted and approved under this section; and
(ii) is the parent of a reorganized stock insurer.
(3) “Reorganized stock insurer” means the stock corporation into which a mutual insurer is reorganized in accordance with a plan of reorganization adopted and approved under this section.
(b) Subject to the provisions of this section and in accordance with a plan of reorganization approved by the Commissioner, a mutual insurer may:
(1) reorganize as a stock insurer; and
(2) establish a mutual insurance holding company.
(c) A plan of reorganization shall provide that:
(1) all of the initial shares of capital stock of the reorganized stock insurer shall be issued to the mutual insurance holding company.
(2) the mutual insurance holding company shall own a majority of:
(i) the voting shares of the capital stock of the reorganized stock insurer; and
(ii) the total market value of all outstanding shares of the capital stock of the reorganized stock insurer.
(3) the class of capital stock owned by the mutual insurance holding company shall have dividend rights no less favorable than the dividend rights of any other class of stock of the reorganized stock insurer, unless:
(i) at least two-thirds of the board of directors of the mutual insurance holding company determines that such a requirement is not in the best interests of the members; and
(ii) the determination of the board of directors is approved by the Commissioner.
(4) in an initial public offering or initial private equity placement of stock, each eligible member of the mutual insurance holding company shall receive, without payment, nontransferable subscription rights to purchase stock, unless:
(i) at least two-thirds of the board of directors of the mutual insurance holding company determines that a subscription rights offering is not in the best interests of the members; and
(ii) the determination of the board of directors is approved by the Commissioner.
(5) (i) the following individuals may not acquire, by stock option or any other manner, the legal or beneficial ownership of any class of stock of the reorganized stock insurer for 6 months from the date of an initial public offering or initial private equity placement:
1. an officer or director of the mutual insurance holding company;
2. an officer or director of the reorganized stock insurer; and
3. any relative of an officer or director, who resides with the officer or director.
(ii) Notwithstanding subparagraph (i) of this paragraph, any individual who is a policyholder of the reorganized stock insurer may exercise subscription rights in accordance with paragraph (4) of this subsection.
(d) (1) Each policyholder of the reorganized stock insurer shall be a member of the mutual insurance holding company.
(2) On the effective date of the reorganization, the membership interests of a policyholder in the mutual insurer shall become nontransferable membership interests in the mutual insurance holding company.
(3) The plan of reorganization shall provide the terms and conditions under which future policyholders of the reorganized stock insurer shall become members of the mutual insurance holding company.
(4) At least two-thirds of those members of the board of directors of the mutual insurance holding company who are eligible or qualified to purchase a policy from the reorganized stock insurer, shall be members of the mutual insurance holding company.
(e) (1) Except as provided in paragraph (2) of this subsection, each policy of the mutual insurer in effect on the effective date of the reorganization shall remain in effect in accordance with its terms and conditions.
(2) The following rights and obligations under the policy of the mutual insurer shall be void as of the effective date of the reorganization:
(i) voting rights of policyholders;
(ii) except as to the holder of a participating policy, a right of a policyholder to share in the surplus or profits of the insurer; and
(iii) assessment provisions.
(3) A reorganized stock insurer shall continue to pay dividends to the holder of a participating policy that was in force on the effective date of the reorganization, in accordance with the methodology or formula used by the mutual insurer before the reorganization.
(f) The reorganized stock insurer shall have:
(1) paid-in capital stock not less than the minimum paid-in capital required of a domestic stock insurer that:
(i) transacts like kinds of insurance business; and
(ii) started business in the State on the date the mutual insurer received its original certificate of authority in the State; and
(2) surplus funds not less than 100% of the required capital.
(g) (1) The plan of reorganization shall be:
(i) approved by the vote of a majority of the board of directors of the mutual insurer; and
(ii) submitted to a meeting of members and approved by the vote of at least three-fourths of the members who vote on the plan of reorganization in person, by proxy, or by mail.
(2) Notice of the time, place, and purpose of the meeting of members shall be provided in the manner approved by the Commissioner.
(h) The plan of reorganization shall be submitted to the Commissioner for approval at least 60 days before the effective date of the reorganization, together with:
(1) the proposed articles of incorporation and bylaws of the mutual insurance holding company;
(2) the amendments to the articles of incorporation and bylaws of the mutual insurer to reorganize as a stock insurer;
(3) a 5-year plan of operation for the mutual insurance holding company and the reorganized stock insurer, including any plans for:
(i) an initial public offering of stock in the reorganized stock insurer; or
(ii) the transfer of assets or liabilities from the reorganized stock insurer or any subsidiaries of the reorganized stock insurer to the mutual insurance holding company;
(4) a list of the officers and directors of the mutual insurance holding company and the reorganized stock insurer;
(5) a biography of each officer and director of the mutual insurance holding company and the reorganized stock insurer; and
(6) any other documents or information requested by the Commissioner.
(i) (1) Unless disapproved by the Commissioner, a plan of reorganization is approved:
(i) on written notice from the Commissioner; or
(ii) 60 days after the plan and all information required under this section and under any regulations adopted in accordance with this section are submitted to the Commissioner.
(2) (i) Subject to subparagraph (ii) of this paragraph, the Commissioner shall approve the plan of reorganization if the plan of reorganization:
1. complies with this section; and
2. is equitable to the mutual insurer’s members.
(ii) In approving a plan of reorganization, the Commissioner may impose additional conditions and requirements that the Commissioner determines are necessary to achieve the purposes of this section.
(3) At the expense of the mutual insurer, the Commissioner may retain a qualified expert who is not a part of the staff of the Commissioner to assist in reviewing the plan of reorganization.
(4) After written notice to the mutual insurer, the Commissioner may hold a hearing on whether the plan of reorganization:
(i) complies with this section; and
(ii) is equitable to the mutual insurer’s members.
(j) (1) A mutual insurance holding company is subject to Title 7 of this article.
(2) The Commissioner may require the mutual insurance holding company to file annual statements with the Commissioner in the same manner as an insurer.
(3) The articles of incorporation and any amendments to such articles of the mutual insurance holding company are subject to the approval of the Commissioner in the same manner as those of an insurer.
(k) Compliance with the requirements for a plan of reorganization under this section exempts a mutual insurance holding company from the requirements of Title 7, Subtitle 3 of this article for the purpose of acquiring control of the reorganized stock insurer.
(l) (1) A mutual insurance holding company:
(i) may not dissolve or liquidate except through proceedings under Title 9 of this article; and
(ii) shall be a party to any proceeding under Title 9 of this article involving a reorganized stock insurer that is a subsidiary of the mutual insurance holding company.
(2) In any proceeding under Title 9 involving a reorganized stock insurer that is a subsidiary of a mutual insurance holding company, the assets of the mutual insurance holding company shall be deemed to be assets of the estate of the reorganized stock insurer for purposes of satisfying the claims of the reorganized stock insurer’s policyholders.
(m) A mutual insurance holding company may become a stock insurer in accordance with § 3-121 of this subtitle.
(n) The Commissioner may adopt regulations to enforce this section.
Md. Code, Insurance § 3-122
(a) Except as otherwise provided in this section, the provisions of the Corporations and Associations Article on the consolidation, merger, and share exchange of stock corporations apply to the consolidations, mergers, and share exchanges of domestic stock insurers and domestic and foreign stock insurers.
(b) The articles of consolidation, merger, or share exchange of stock insurers must be submitted to the Commissioner for examination and approval before the articles may be accepted for record by the Department of Assessments and Taxation.
(c) (1) Before approval of the articles of consolidation or merger, the Commissioner shall examine and review the affairs of the stock insurers involved in the consolidation or merger as the Commissioner finds necessary or desirable.
(2) The Commissioner may hold a hearing on the proposed consolidation or merger after giving the notice that the Commissioner considers appropriate.
(d) The Commissioner shall approve the articles of consolidation or merger by written endorsement on them before they become operative if the Commissioner finds that:
(1) the articles comply with the Code; and
(2) the policyholders in the successor stock insurer are protected through adequate reserves and assets for losses and claims then anticipated.
(e) The successor stock insurer shall bear all expenses in connection with proceedings conducted by the Commissioner under this section.
Md. Code, Insurance § 3-123
(a) (1) One or more mutual insurers organized under the laws of any state may consolidate or merge with one or more domestic mutual insurers to form a domestic mutual insurer.
(2) The successor mutual insurer may continue the corporate existence of one or more of the domestic parties to the consolidation or merger.
(b) (1) Mutual insurers consolidating or merging to form a domestic mutual insurer under this section shall enter into a written agreement that:
(i) prescribes the terms and conditions of the consolidation or merger;
(ii) states the name of the successor mutual insurer; and
(iii) includes the successor mutual insurer’s amended certificate of incorporation, which shall contain the provisions required by this article for the organization of a mutual insurer.
(2) The agreement shall be:
(i) approved by the vote of a majority of the board of directors of each mutual insurer; and
(ii) submitted to a meeting of members and approved by vote of at least two-thirds of those members of each mutual insurer who vote on the plan in person, by proxy, or by mail.
(3) Notice of the time, place, and purpose of the meeting shall be:
(i) mailed to the members of each mutual insurer not less than 20 days before the date of the meeting; or
(ii) published at least once a week for 3 successive weeks in:
1. a newspaper printed in the county where each mutual insurer has its principal office; and
2. a newspaper printed in one of the two largest cities in each state where the successor mutual insurer will be licensed to do business.
(4) The agreement shall be:
(i) executed in duplicate original under corporate seal by officers authorized to do so on behalf of each of the mutual insurers; and
(ii) submitted, with evidence of its approval, to the Commissioner.
(5) If it appears to the Commissioner that the requirements of this section have been complied with, the Commissioner shall certify approval of the agreement by endorsing it.
(6) A duplicate original of the agreement shall be filed with the Commissioner and a duplicate original of the agreement shall be delivered to the successor mutual insurer.
(c) One or more domestic mutual insurers may consolidate or merge under the laws of any state with one or more foreign mutual insurers to form a successor mutual insurer under the laws of one of the foreign states in which one of the mutual insurers has its domicile.
(d) (1) Each domestic mutual insurer consolidating or merging with a foreign mutual insurer shall follow the procedure required by subsection (b) of this section.
(2) Each foreign mutual insurer shall follow the procedure required by the state of its domicile with respect to a consolidation or merger.
(3) The Commissioner shall require a certificate of approval from the insurance supervisory official of the state of domicile of each foreign insurer that is a party to the agreement certifying that the foreign insurer has complied with the laws of that state on consolidation or merger.
(4) Parties to the agreement of consolidation or merger need not hold a certificate of authority in this State at the time of consolidation or merger if:
(i) an application for a certificate of authority has been filed on behalf of the successor insurer, signed by each party to the agreement; and
(ii) the Commissioner believes the successor insurer:
1. meets the applicable solvency requirements; and
2. has complied or agreed to comply with the laws of this State on the admission and authorization of foreign insurers.
(e) (1) An agreement of consolidation or merger is effective:
(i) on an effective date, if any, stated in the agreement, if the effective date is after the date of approval by the Commissioner; or
(ii) on the date on which the last certificate of approval is executed by the insurance supervisory official of the state of domicile of any of the parties to the agreement.
(2) Within 15 days after a consolidation or merger agreement becomes effective, a copy of the agreement shall be filed of record in a public office where articles of incorporation are required to be filed by the laws of the state of domicile of any party to the agreement.
(f) After a consolidation or merger, the following conditions apply:
(1) the successor mutual insurer may require the return of the original policies held by each policyholder in each of the mutual insurers consolidated or merged and may issue replacement policies as the policyholders may be entitled to receive;
(2) all rights and properties of the parties to the agreement shall accrue to and become the rights and properties of the successor mutual insurer, and the successor mutual insurer shall succeed to and assume all the obligations and liabilities of the consolidated or merged mutual insurers in the same manner as if incurred or contracted by the successor mutual insurer;
(3) the policyholders of the consolidated or merged mutual insurers shall continue to be subject to all the liabilities, claims, and demands existing against them at or before the consolidation or merger;
(4) an action or proceeding that is pending when the consolidation or merger occurs and to which any of the consolidated or merged mutual insurers is a party is not abated or discontinued because of the consolidation or merger, but the action or proceeding may be prosecuted to final judgment as if the successor mutual insurer were substituted for any insurer consolidated or merged by order of the court in which the action or proceeding is pending;
(5) if the successor mutual insurer is a foreign insurer that must comply with the laws of this State on deposits that are required of a foreign insurer, all deposits that were made in this State by any mutual insurer that is a party to the consolidation or merger agreement shall be delivered to the successor mutual insurer; and
(6) for the purpose of complying with the requirements of law relating to the age of an insurer, the successor mutual insurer is deemed to have the age of the eldest mutual insurer that is a party to the consolidation or merger.
(g) (1) When an agreement of consolidation or merger is filed, a certificate shall be filed with the Commissioner that sets forth all fees, commissions, or other compensation or valuable consideration paid or to be paid to any person for securing or promoting the consolidation or merger.
(2) The certificate shall be:
(i) signed by the president or a vice-president of each party to the agreement of consolidation or merger;
(ii) attested by the secretary or an assistant secretary of each party to the agreement; and
(iii) verified by affidavit.
(3) A director or officer of any insurer that is a party to a consolidation or merger may not receive, directly or indirectly, any fee, commission, or other compensation or valuable consideration for helping or promoting the consolidation or merger in any manner other than as stated in the agreement of consolidation or merger.
(h) (1) Before approval of an agreement of consolidation or merger, the Commissioner shall examine and review the affairs of the mutual insurers that are parties to the agreement as the Commissioner finds necessary or desirable.
(2) The Commissioner may hold a hearing on the agreement after giving the notice that the Commissioner considers appropriate.
(3) The Commissioner shall approve the agreement before it becomes operative if the Commissioner finds that:
(i) the agreement complies with the Code; and
(ii) the policyholders and members in the successor mutual insurer are protected through adequate reserves and assets for losses and claims then anticipated.
(4) The successor mutual insurer shall bear all expenses in connection with proceedings conducted by the Commissioner under this subsection.
Md. Code, Insurance § 3-123.1
§3–123.1.
(a) Unless otherwise prohibited under this article and subject to the prior approval of the Commissioner, one or more mutual insurers organized under the laws of any state may form a business combination with one or more domestic mutual insurers for the purpose of purchasing reinsurance or other financial services.
(b) (1) Mutual insurers forming a business combination under this section shall enter into a written agreement that prescribes the terms and conditions of the business combination.
(2) The agreement shall be approved by the vote of the majority of the board of directors of each mutual insurer.
(c) The Commissioner may adopt regulations concerning the formation of business combinations under this section.
Md. Code, Insurance § 3-124
(a) A domestic stock insurer may reinsure with another insurer all or substantially all of its insurance in force or a major class of its insurance in force by an agreement of bulk reinsurance.
(b) (1) An agreement of bulk reinsurance is not effective unless it is filed with and approved by the Commissioner.
(2) The Commissioner shall approve the agreement within a reasonable time after it is filed unless the Commissioner finds that the agreement:
(i) is inequitable to the stockholders of the domestic stock insurer; or
(ii) would substantially reduce the protection of or service to the policyholders of the domestic stock insurer.
(3) If the Commissioner does not approve the agreement, the Commissioner shall notify the domestic stock insurer in writing of the disapproval and specify the reasons for disapproval.
Md. Code, Insurance § 3-125
(a) After compliance with this section, a domestic mutual insurer may reinsure with a stock insurer or mutual insurer all or substantially all of its insurance in force or a major class of its insurance in force by an agreement of bulk reinsurance.
(b) (1) An agreement of bulk reinsurance is not effective unless it is filed with and approved by the Commissioner in writing after a hearing.
(2) The Commissioner shall approve the agreement within a reasonable time after it is filed if the Commissioner finds that the agreement:
(i) is equitable to each domestic insurer involved; and
(ii) would not reduce substantially the protection of or service to the policyholders of each domestic insurer involved.
(3) If the Commissioner does not approve the agreement, the Commissioner shall notify each insurer involved in writing of the disapproval and specify the reasons for disapproval.
(c) (1) In accordance with reasonable notice and procedure approved by the Commissioner, the plan and agreement for bulk reinsurance must be approved by vote of at least two-thirds of each domestic mutual insurer’s members who vote on the agreement at meetings of the members called for that purpose.
(2) For a life insurer, the right to vote may be limited to members with policies, other than term or group policies, that have been in force for more than 1 year.
(d) (1) If the agreement is for reinsurance of a mutual insurer in a stock insurer, the agreement must provide for payment in cash to each member of the insurer who is entitled to payment as on conversion of a mutual insurer to a stock insurer under § 3-121 of this subtitle.
(2) Each member shall be paid the member’s equity in the insurance that is reinsured as determined under a fair formula approved by the Commissioner.
(3) Each member’s equity shall be based on the member’s equity in the reserves, assets, whether or not admitted assets, and surplus, if any, of the mutual insurer to be taken over by the stock insurer.
Md. Code, Insurance § 3-126
(a) (1) A foreign insurer authorized to engage in the insurance business in the State may become a domestic insurer by:
(i) complying with all requirements of the law relating to the formation and organization of a domestic insurer; and
(ii) designating its principal place of business in the State.
(2) On becoming a domestic insurer, the insurer:
(i) is entitled to the certificates and licenses to transact insurance business in this State that are issued to domestic insurers;
(ii) shall be recognized in all respects as an insurer formed under the laws of this State as of the date of authorization as an insurer in its original domiciliary state; and
(iii) is subject to the authority and jurisdiction of the State.
(b) (1) When a foreign insurer authorized to engage in the insurance business in this State transfers its corporate domicile to this State or another state by merger, consolidation, or other lawful method, the certificate of authority, appointments of agents, rates, and other issues that are subject to the Commissioner’s approval and that are in existence at the time of the transfer remain in effect after the transfer if the insurer at all times remains qualified to engage in the insurance business in this State.
(2) All outstanding policies of a transferring insurer remain in effect and need not be endorsed with the new name of the insurer or the new domiciliary and location of the insurer unless the Commissioner so orders.
(3) A transferring insurer:
(i) may file new policy forms with the Commissioner on or before the effective date of the transfer; or
(ii) if allowed by and under conditions approved by the Commissioner, may use any existing policy form previously filed with the Commissioner with appropriate endorsements.
(4) A foreign insurer that transfers its domicile to another state shall:
(i) notify the Commissioner of the details of the proposed transfer; and
(ii) file promptly with the Commissioner any resulting amendments to corporate documents and other items on file with the Commissioner.
Md. Code, Insurance § 3-127
(a) (1) In this section the following words have the meanings indicated.
(2) “Offer to sell” has the meaning stated in the Maryland Securities Act.
(3) “Register” means to register securities with the Division of Securities in the Office of the Attorney General in accordance with §§ 11–502 and 11–504 of the Corporations and Associations Article.
(4) “Sale” has the meaning stated in the Maryland Securities Act.
(b) (1) The filing requirements of subsections (c) and (d) of this section apply to a person that engages in, proposes to engage in, or assists in the promotion or formation of:
(i) a domestic insurer;
(ii) an insurance holding corporation; or
(iii) a corporation that finances:
1. a domestic insurer or the production of its business; or
2. an insurance holding corporation or the production of its business.
(2) This section does not apply to a person that is or will be an affiliate of an authorized insurer that is a member of an insurance holding company registered with the Commissioner under § 7–601 of this article.
(c) Within 5 days after a registration is filed with the Division of Securities, a person that is required to register a proposed sale or offer to sell securities under the Maryland Securities Act shall file with the Commissioner a copy of that registration.
(d) At least 30 days before the proposed sale or offer to sell securities, a person that is exempt under § 11–602(9) and (10) of the Corporations and Associations Article from the registration requirements of §§ 11–502 and 11–504 of the Corporations and Associations Article shall file with the Commissioner the information otherwise required by § 11–502 or § 11–504 of the Corporations and Associations Article.
(e) (1) If the Commissioner determines that a person has engaged in or is about to engage in an act or practice that violates this section, the Commissioner, without notice and before a hearing, may issue and cause to be served on the person an order to cease and desist from engaging in the acts for which filing is required under this section.
(2) (i) Unless postponed by mutual consent of the parties, the Commissioner shall hold a hearing within 30 days after the date of the order.
(ii) The Commissioner shall provide notice of the hearing to each party.
(f) The Commissioner has the enforcement powers listed in §§ 2–201 and 2–203 of this article.
(g) (1) In addition to any penalty otherwise applicable under this article, the Commissioner may impose a civil penalty not exceeding $500 for each violation of this section.
(2) Each day a violation of this section continues is a separate violation.
Md. Code, Insurance § 3-128
(a) In this section, “reciprocating state” means a state under the laws of which a prohibition on solicitation similar to that imposed against domestic insurers under this section is imposed on and enforced against insurers domiciled in that state.
(b) A domestic insurer may not knowingly solicit insurance business in a reciprocating state in which the domestic insurer is not licensed as an authorized insurer.
(c) This section does not prohibit advertising through publication or by radio, television, or other broadcasts originating outside the reciprocating state if:
(1) the insurer is licensed to engage in the insurance business in a majority of the states in which the advertising is disseminated; and
(2) the advertising is not specifically directed to residents of the reciprocating state.
(d) This section does not prohibit:
(1) insurance covering persons or risks located in a reciprocating state under contracts solicited and issued in states in which the insurer is then licensed; or
(2) insurance effectuated by the insurer as an unauthorized insurer under the laws of the reciprocating state.
(e) If the Commissioner finds, after a hearing, that a domestic insurer has violated this section, the Commissioner shall suspend or revoke the certificate of authority of the domestic insurer.
Md. Code, Insurance § 3-201
In this subtitle, “subscriber” means a person that exchanges a mutual agreement of indemnity with other persons through a common attorney in fact.
Md. Code, Insurance § 3-202
Except as expressly provided otherwise in this subtitle, this subtitle applies to foreign reciprocal insurers and to domestic reciprocal insurers.
Md. Code, Insurance § 3-203
(a) A reciprocal insurer may be authorized to engage in the insurance business if the reciprocal insurer meets the requirements of this section and is otherwise in compliance with the applicable provisions of this article.
(b) To write assessable policies, a reciprocal insurer must have surplus funds of not less than:
(1) $375,000 for one kind of insurance business; and
(2) $750,000 for two or more kinds of insurance business.
(c) To write nonassessable policies, a reciprocal insurer must:
(1) have surplus funds of not less than:
(i) $750,000 for one kind of insurance business; and
(ii) $1,500,000 for two or more kinds of insurance business; and
(2) comply with the deposit requirements of § 4-106 of this article.
Md. Code, Insurance § 3-204
(a) Twenty-five or more persons domiciled in the State may organize a domestic reciprocal insurer and may apply to the Commissioner for a certificate of authority to engage in the insurance business as a reciprocal insurer.
(b) The proposed attorney in fact of the reciprocal insurer shall fulfill the requirements of and shall execute, verify under oath, and file with the Commissioner when applying for a certificate of authority, a declaration that includes:
(1) the name of the reciprocal insurer;
(2) the location of the reciprocal insurer’s principal office and of any other office from which policies will be issued;
(3) each kind of insurance business in which the reciprocal insurer intends to engage;
(4) the appointment of the Commissioner as agent for service of process in accordance with § 4-107 of this article;
(5) the name and address of each original subscriber;
(6) the appointment of the proposed attorney in fact and a copy of the power of attorney;
(7) the name and address of each officer and each director of the attorney in fact, if the attorney in fact is a corporation, or of each member of the attorney in fact, if the attorney in fact is a firm;
(8) the powers of the subscribers’ advisory committee;
(9) the name and term of office of each member of the subscribers’ advisory committee;
(10) a statement that, after deducting any sum payable to the attorney in fact, all money paid to the reciprocal insurer shall be held in the name of the reciprocal insurer for the purposes stated in the subscribers' agreement;
(11) a copy of the subscribers' agreement;
(12) a statement that:
(i) each original subscriber has applied in good faith for insurance of a kind in which the reciprocal insurer intends to engage; and
(ii) the reciprocal insurer has received from each original subscriber the full premium or premium deposit required for the policy applied for, for a term of not less than 6 months, at a rate that has been filed with and approved as adequate by the Commissioner;
(13) a statement of the financial condition of the reciprocal insurer, a schedule of its assets, and a statement that the surplus required by § 3-203 of this subtitle is available; and
(14) a copy of each policy, endorsement, and application form that the reciprocal insurer proposes to issue or use.
(c) When applying for a certificate of authority, the proposed attorney in fact shall pay to the Commissioner the applicable fee required by § 2-112 of this article.
Md. Code, Insurance § 3-205
(a) (1) When filing the declaration required by § 3-204 of this subtitle, the attorney in fact of a domestic reciprocal insurer shall file with the Commissioner a bond that:
(i) is in favor of the State for the benefit of all persons damaged as a result of a breach of the conditions of the bond by the attorney in fact;
(ii) is in the penal sum of $100,000;
(iii) is aggregate in form;
(iv) is executed by the attorney in fact and an authorized corporate surety insurer; and
(v) is conditioned that the attorney in fact:
1. will account faithfully for all money and other property of the reciprocal insurer that comes into the possession of the attorney in fact; and
2. will not withdraw or appropriate for the use of the attorney in fact from the funds of the reciprocal insurer, any money or property to which the attorney in fact is not entitled under the power of attorney.
(2) The bond is subject to the approval of the Commissioner.
(b) (1) An action on the bond of the attorney in fact may be brought at any time by:
(i) one or more subscribers who suffer loss through a violation of the conditions of the bond; or
(ii) a receiver or liquidator of the reciprocal insurer.
(2) Any amount recovered in the action shall be deposited in the funds of the reciprocal insurer.
(3) The total liability of the surety insurer under the bond may not exceed the penal sum of the bond.
(c) The bond shall provide that the surety insurer may not cancel the bond unless the surety insurer gives written notice of cancellation to the attorney in fact and the Commissioner at least 30 days before canceling the bond.
Md. Code, Insurance § 3-206
After payment of the applicable fee required by § 2-112 of this article, the Commissioner shall issue to the attorney in fact of each reciprocal insurer that meets the requirements of this subtitle a certificate of authority in the name of the reciprocal insurer.
Md. Code, Insurance § 3-207
(a) A certificate of authority authorizes a reciprocal insurer to engage in one kind or a combination of kinds of insurance business, except for life insurance and health insurance other than as supplementary coverage in policies of liability insurance.
(b) A certificate of authority authorizes a reciprocal insurer to purchase reinsurance and grant reinsurance as to any kind of insurance business in which the reciprocal insurer is authorized to engage.
Md. Code, Insurance § 3-208
In addition to any other grounds for denial, suspension, or revocation of a certificate of authority, the Commissioner may deny, suspend, or revoke a certificate of authority if the attorney in fact of a reciprocal insurer fails to comply with any provision of this article.
Md. Code, Insurance § 3-209
A reciprocal insurer:
(1) shall have and use a business name that includes the word “reciprocal”, “interinsurer”, “interinsurance”, “exchange”, “underwriters”, or “underwriting”; and
(2) may sue and be sued in its own name.
Md. Code, Insurance § 3-210
The annual statement of a reciprocal insurer shall:
(1) be made and filed by the attorney in fact of the reciprocal insurer; and
(2) be supplemented by any additional information required by the Commissioner about the affairs and transactions of the attorney in fact as they relate to the reciprocal insurer.
Md. Code, Insurance § 3-211
(a) The Commissioner shall determine the financial condition of a reciprocal insurer in accordance with this section.
(b) (1) The surplus deposits of subscribers shall be allowed as assets, except that any premium deposits that are delinquent for 90 days or more shall be charged first against the surplus deposits.
(2) Premium deposits that are delinquent for less than 90 days shall be allowed as assets.
(3) An assessment levied on subscribers, but not collected, may not be allowed as an asset.
(4) The contingent liability of subscribers may not be allowed as an asset.
(c) (1) The Commissioner shall charge as liabilities the same reserves as are required of incorporated insurers that issue nonassessable policies on a reserve basis.
(2) The surplus deposits of subscribers may not be charged as a liability.
(d) The computation of reserves shall be based on premium deposits other than membership fees.
(e) At any time, the Commissioner may require the attorney in fact of a reciprocal insurer to submit an affidavit that shows the amount of annual savings, not already credited to subscribers, that are due but not paid.
Md. Code, Insurance § 3-212
(a) The attorney in fact of a reciprocal insurer may be an individual, firm, or corporation.
(b) The attorney in fact of a foreign or alien reciprocal insurer that is authorized to engage in the insurance business in the State is not considered to be doing business in the State within the meaning of any law of the State that applies to foreign firms or corporations merely because the attorney in fact performs its duties as attorney in fact with respect to the reciprocal insurer's transactions in the State.
(c) The attorney in fact of a reciprocal insurer has the rights and powers provided in the power of attorney given the attorney in fact by the subscribers.
(d) The terms of a power of attorney or agreement collateral to the power of attorney must be reasonable and equitable.
(e) The power of attorney must state:
(1) the powers of the attorney in fact;
(2) that the attorney in fact is authorized to accept service of process on behalf of the reciprocal insurer in an action against the reciprocal insurer on contracts exchanged;
(3) the general services to be performed by the attorney in fact;
(4) the maximum amount to be deducted from advance premiums or deposits to be paid to the attorney in fact and the general items of expense in addition to losses, to be paid by the reciprocal insurer; and
(5) except as to nonassessable policies, a provision for a contingent several liability of each subscriber in the amount specified in § 3-216 of this subtitle.
(f) The power of attorney may:
(1) provide for the right of substitution of the attorney in fact and revocation of the power of attorney;
(2) restrict the exercise of the power of attorney as agreed by the subscribers;
(3) provide for the exercise of any right reserved to the subscribers directly or through their advisory committee; and
(4) contain any other lawful provisions considered advisable.
(g) For a domestic reciprocal insurer, a power of attorney or agreement collateral to the power of attorney is not effective and may not be used until approved by the Commissioner.
Md. Code, Insurance § 3-213
(a) An individual, partnership, or corporation of the State may make application, enter into agreement for, hold policies or contracts in or with, and be a subscriber of a domestic, foreign, or alien reciprocal insurer.
(b) (1) In addition to the powers specified in its articles of incorporation, a corporation organized under the laws of the State has full power as a subscriber to exchange insurance contracts through a domestic, foreign, or alien reciprocal insurer.
(2) The right to exchange insurance contracts through a reciprocal insurer is:
(i) incidental to the purposes for which the corporation is organized; and
(ii) as fully granted as the powers expressly conferred on the corporation.
(c) Governments, governmental units, states, political subdivisions of states, boards, associations, estates, trustees, and fiduciaries may exchange reciprocal insurance contracts with each other and with individuals, partnerships, and corporations to the same extent that individuals, partnerships, and corporations may exchange reciprocal insurance contracts.
(d) An officer, representative, trustee, receiver, or legal representative of a subscriber shall be recognized as acting for or on behalf of the subscriber for the purpose of a reciprocal insurance contract and in that capacity is not personally liable on the reciprocal insurance contract.
Md. Code, Insurance § 3-214
(a) The advisory committee of a domestic reciprocal insurer that exercises the subscribers' rights shall be chosen under rules that the subscribers adopt.
(b) Not less than two-thirds of the advisory committee shall be subscribers other than the attorney in fact of the reciprocal insurer or a person employed by, representing, or having a financial interest in the attorney in fact.
(c) The advisory committee shall:
(1) supervise the finances of the reciprocal insurer;
(2) supervise the operations of the reciprocal insurer to ensure compliance with the subscribers' agreement and power of attorney;
(3) procure the audit of the accounts and records of the reciprocal insurer and of the attorney in fact at the expense of the reciprocal insurer; and
(4) have any additional powers and functions as conferred by the subscribers’ agreement.
Md. Code, Insurance § 3-215
(a) Modification of the terms of the subscribers' agreement or power of attorney of a domestic reciprocal insurer shall be made jointly by the attorney in fact of the reciprocal insurer and the subscribers' advisory committee.
(b) A modification described in subsection (a) of this section is not effective retroactively and does not apply to an insurance contract issued before the modification.
Md. Code, Insurance § 3-216
(a) (1) Except as to a nonassessable policy, each subscriber has a contingent assessment liability, in the amount stated in the power of attorney or subscriber’s agreement, for payment of losses and expenses incurred while the subscriber's policy is in force.
(2) The liability of each subscriber, other than as to a nonassessable policy, for the obligations of the reciprocal insurer is individual, several, and proportionate and is not joint.
(b) (1) The contingent liability of each subscriber shall be at the rate of not less than one additional annual premium or premium deposit stated in the policy but not more than 10 times the annual premium or premium deposit.
(2) The maximum total contingent liability shall be calculated as set forth in § 3-217(e) of this subtitle.
(c) Each assessable policy issued by a reciprocal insurer shall contain a statement of the contingent liability.
Md. Code, Insurance § 3-217
(a) Assessments periodically may be levied on the subscribers of a domestic reciprocal insurer liable for assessments, as allowed by the terms of the subscribers’ policies, by:
(1) the attorney in fact of the reciprocal insurer, after approval by the subscribers’ advisory committee and the Commissioner; or
(2) the Commissioner, in liquidation of the reciprocal insurer.
(b) (1) Subject to paragraph (3) of this subsection, each subscriber's share of a deficiency for which an assessment is made shall be calculated by multiplying:
(i) the premium earned on the subscriber's policy during the period covered by the assessment; by
(ii) the ratio of the total deficiency to the total premiums earned during that period on all policies subject to the assessment.
(2) For purposes of calculating the earned premium under this section:
(i) the gross premium received by the reciprocal insurer for the policy shall be used as a base; and
(ii) deductions may be taken from the gross premium only for charges that do not recur on the renewal or extension of the policy.
(3) Each subscriber's share of a deficiency may not exceed the subscriber's total contingent liability under subsection (e) of this section.
(c) A subscriber may not have an offset against an assessment for which the subscriber is liable because of a claim for an unearned premium or loss payable.
(d) Each subscriber of a domestic reciprocal insurer with contingent liability is liable for and shall pay the subscriber’s share of an assessment as calculated and limited in accordance with this subtitle if, while the subscriber’s policy is in force or within 3 years after its termination:
(1) the subscriber is notified by the attorney in fact of the reciprocal insurer or the Commissioner of the intent to levy the assessment; or
(2) an order is issued that directs the reciprocal insurer to show cause why a receiver, conservator, rehabilitator, or liquidator of the reciprocal insurer should not be appointed.
(e) One policy or a subscriber to one policy may not be assessed or charged with a total contingent liability for obligations incurred by a domestic reciprocal insurer in 1 calendar year, in excess of the amount set forth in the power of attorney or subscribers’ agreement calculated solely on the premium earned on the policy during that year.
Md. Code, Insurance § 3-218
(a) If a reciprocal insurer has a surplus of assets over all liabilities at least equal to the minimum capital stock and surplus required of a domestic stock insurer authorized to engage in like kinds of insurance business, on application of the attorney in fact of the reciprocal insurer and as approved by the subscribers' advisory committee, the Commissioner shall issue a certificate that authorizes the reciprocal insurer to:
(1) extinguish the contingent liability of subscribers under its policies then in force in the State; and
(2) omit provisions that impose contingent liability in all policies delivered or issued for delivery in the State as long as the surplus remains unimpaired.
(b) (1) The Commissioner may not authorize a domestic reciprocal insurer to extinguish the contingent liability of any of its subscribers or in any of its policies to be issued unless the reciprocal insurer qualifies to extinguish and does extinguish the contingent liability of all of its subscribers and in all of its policies for all kinds of insurance that the reciprocal insurer transacts.
(2) Notwithstanding paragraph (1) of this subsection, if required by the laws of another state in which the domestic reciprocal insurer is authorized to transact insurance, the domestic reciprocal insurer:
(i) may issue policies that provide for the contingent liability of its subscribers who acquire policies in that state; and
(ii) need not extinguish the contingent liability applicable to policies then in force in that state.
(c) (1) If the surplus described in subsection (a) of this section becomes impaired, the Commissioner immediately shall revoke the certificate that authorizes the reciprocal insurer to issue nonassessable policies.
(2) The revocation does not subject a policy then in force to contingent liability for the remainder of the period for which the premium has been paid.
(3) After revocation of authority to issue nonassessable policies, a reciprocal insurer may not issue or renew a policy without providing for the contingent liability of the subscriber.
Md. Code, Insurance § 3-219
(a) (1) The attorney in fact of a reciprocal insurer:
(i) periodically may fix and determine savings to be paid to each subscriber or policyholder on participating policies or contracts from the earned surplus of the reciprocal insurer; and
(ii) after doing so, shall establish an adequate surplus from which the savings are to be paid.
(2) The attorney in fact may not fix or pay savings if the payment of savings will impair the minimum surplus or other required surplus of the reciprocal insurer.
(b) (1) In fixing or paying savings, the attorney in fact may make reasonable classifications of policies or contracts.
(2) Policies or contracts in the same classification shall be treated without unfair discrimination.
(3) If the reciprocal insurer offers an alternative method or plan for savings classifications, the policy or contract shall contain an endorsement that states the class to which it is assigned.
(c) Each reciprocal insurer shall establish a procedure for notifying each policyholder or subscriber about savings fixed and payable under the policyholder’s or subscriber's policy or contract.
Md. Code, Insurance § 3-220
(a) This section does not apply to bank loans or to loans for which security is given.
(b) The attorney in fact of a domestic reciprocal insurer or another person may advance to the reciprocal insurer on reasonable terms any money that the reciprocal insurer requires periodically in its operations.
(c) (1) The money advanced to a reciprocal insurer:
(i) may not be treated as a liability of the reciprocal insurer; and
(ii) except on liquidation of the reciprocal insurer, may be withdrawn or repaid only out of the reciprocal insurer's realized earned surplus in excess of its minimum required surplus.
(2) A withdrawal or repayment may be made only with the previous approval of the Commissioner.
Md. Code, Insurance § 3-221
(a) A domestic reciprocal insurer may merge with another reciprocal insurer or be converted to a stock insurer or mutual insurer if:
(1) at least two-thirds of the subscribers who vote on the merger or conversion after notice vote in favor of the merger or conversion; and
(2) the Commissioner approves the terms of the merger or conversion.
(b) The Commissioner may not approve a plan for merger or conversion unless:
(1) the plan is equitable to subscribers; and
(2) for conversion to a stock insurer, the plan gives each subscriber:
(i) preferential right to acquire stock of the proposed stock insurer proportionate to the subscriber's interest in the reciprocal insurer; and
(ii) a reasonable length of time to exercise the preferential right.
(c) If a domestic reciprocal insurer converts to a stock insurer or mutual insurer, the successor stock insurer or mutual insurer is subject to the same capital or surplus requirements and has the same rights as a like domestic insurer that transacts like kinds of insurance business.
Md. Code, Insurance § 3-222
(a) If the assets of a reciprocal insurer at any time are insufficient to maintain the required surplus and to discharge its liabilities, other than a liability on account of money contributed by the attorney in fact or another person, the attorney in fact of a reciprocal insurer immediately shall:
(1) make up the deficiency; or
(2) subject to the limitations set forth in the power of attorney or subscribers’ policies, levy an assessment on the subscribers for the amount needed to cure the deficiency.
(b) A reciprocal insurer is considered insolvent and shall be proceeded against as authorized by this article if:
(1) the attorney in fact fails to cure the deficiency or to make the assessment within 30 days after the Commissioner orders the attorney in fact to do so; or
(2) the deficiency is not cured fully within 60 days after the date the assessment was made.
(c) If liquidation of a reciprocal insurer is ordered, an assessment shall be levied on the subscribers in the amount, subject to the limits provided by this subtitle, that the Commissioner determines to be necessary to discharge all liabilities of the reciprocal insurer, excluding any money contributed by the attorney in fact or another person, but including the reasonable cost of the liquidation.
Md. Code, Insurance § 3-301
(a) In this subtitle the following words have the meanings indicated.
(b) “Act” means the federal Nonadmitted and Reinsurance Reform Act of 2010.
(c) “Admitted insurer” means an insurer that is authorized to engage in the business of insurance in the State.
(d) “Exempt commercial purchaser” has the meaning stated in § 527 of the Act.
(e) “Home state” has the meaning stated in § 527 of the Act.
(f) “Nonadmitted insurance” means property and casualty insurance that may be placed directly or through a surplus lines broker with a nonadmitted insurer that is eligible to accept the insurance.
(g) (1) “Nonadmitted insurer” means an insurer that is not authorized to engage in the business of insurance in the State.
(2) “Nonadmitted insurer” does not include a risk retention group.
(h) “Qualified surplus lines broker” means a person that has obtained a certificate of qualification from the Commissioner to act as a surplus lines broker under this subtitle.
Md. Code, Insurance § 3-302
(a) This subtitle does not apply to:
(1) life insurance;
(2) health insurance, except as provided in subsection (c) of this section;
(3) annuities;
(4) reinsurance;
(5) wet marine and transportation insurance, except as provided in subsection (b) of this section;
(6) insurance on a subject that is located, resident, or to be performed wholly outside the State;
(7) insurance on vehicles or aircraft owned and principally garaged outside the State;
(8) insurance on property or operation of railroads engaged in interstate commerce;
(9) insurance:
(i) on aircraft owned or operated by aircraft manufacturers or operated in scheduled interstate flight;
(ii) on cargo of the aircraft described in item (i) of this item; or
(iii) against liability arising out of the ownership, maintenance, or use of the aircraft described in item (i) of this item, other than workers’ compensation or employer’s liability; or
(10) medical stop–loss insurance, as defined in § 15–129 of this article.
(b) This subtitle applies to wet marine and transportation insurance on:
(1) a pleasure craft under 60 feet in length that is owned and used for pleasure and not for business, hire, or other commercial use;
(2) fishing vessels under 50 gross tons that are not part of a fleet of 3 or more vessels; and
(3) charter or head boats under 50 gross tons that are not part of a fleet of 3 or more vessels.
(c) Subject to § 3–306.2 of this subtitle, this subtitle applies to:
(1) disability insurance that:
(i) provides for lost income, revenue, or proceeds in the event that an illness, accident, or injury results in a disability that impairs an insured’s ability to work or otherwise generate income, revenue, or proceeds that the insurance is intended to replace; and
(ii) does not include payment for medical expenses, dismemberment, or accidental death; and
(2) short–term medical insurance that provides limited health insurance benefits for a limited period of time to:
(i) residents of the United States who travel to another country within 30 days after the effective date of coverage; and
(ii) residents of another country who:
1. travel to the United States within 30 days after the effective date of coverage; and
2. are not traveling to the United States for the purpose of attending an institution of higher education, as defined in § 10–101 of the Education Article.
Md. Code, Insurance § 3-303
Except as provided in § 3-319(b) of this subtitle, this subtitle does not limit the right of a surplus lines broker to place surplus lines insurance with an alien insurer that has qualified with the nonadmitted insurer information office of the National Association of Insurance Commissioners.
Md. Code, Insurance § 3-304
The Commissioner may adopt reasonable regulations consistent with this subtitle to:
(1) carry out this subtitle;
(2) establish procedures for determining the eligibility of particular proposed coverages for placement with surplus lines insurers and maintain a list of the identified coverages;
(3) allow an exempt commercial purchaser to waive the diligent search requirement under § 3–306 of this subtitle for the procurement of a surplus lines insurance policy;
(4) provide for the content and use of the written disclosure required under § 3–308 of this subtitle; and
(5) provide for the periodic review, no less than annually, of information from surplus lines brokers, agents, and insurers and from other sources concerning the availability and affordability of insurance from authorized insurers in the State.
Md. Code, Insurance § 3-305
A report, affidavit, or return that must be filed under this subtitle complies with the filing requirement if the report, affidavit, or return is:
(1) mailed and postmarked by the United States Postal Service on or before the filing date;
(2) delivered on or before the filing date to a private delivery service recognized by the Commissioner, if the delivery is evidenced by a receipt; or
(3) transmitted electronically on or before the filing date in a manner approved by the Commissioner.
Md. Code, Insurance § 3-306
(a) Surplus lines insurance may be procured from an unauthorized insurer if:
(1) for surplus lines insurance procured through a broker, the surplus lines insurance is procured through a qualified surplus lines broker;
(2) subject to the provisions of § 3–306.1 of this subtitle, a diligent search is made among the authorized insurers that are writing the particular kind and class of insurance in the State;
(3) except for insurance against liability of persons described in § 24–206(1) of this article, the amount of surplus lines insurance procured from an unauthorized insurer is only the excess over the amount that can be procured from authorized insurers;
(4) for insurance against liability of persons described in § 24–206(1) of this article, the insurance cannot be obtained from three or more authorized insurers that are writing on a broad basis that particular kind and class of insurance;
(5) except as provided in subsection (b) of this section, the surplus lines insurance is not procured:
(i) solely to obtain a lower premium rate than would be accepted by an authorized insurer;
(ii) solely to obtain more favorable terms of the insurance contract; or
(iii) to replace coverage on residential property which is insured by an authorized insurer and for which a renewal offer has been made on substantially the same terms and conditions as the current coverage; and
(6) there is compliance with other applicable provisions of this subtitle.
(b) This subtitle does not prohibit a lower premium rate or more favorable terms in the insurance contract of an unauthorized insurer if:
(1) the risk is eligible as surplus lines under subsection (a)(2), (3), and (4) of this section; or
(2) the applicant qualifies as an exempt commercial purchaser who may waive the diligent search that is otherwise required under this section.
(c) (1) This section does not prohibit a surplus lines broker from renewing a risk with a surplus lines insurer if the risk was initially written on a surplus lines basis when there were fewer than three authorized insurers actually writing on a broad basis the particular kind and class of insurance to provide coverage against liability of persons described in § 24–206(1) of this article in the State.
(2) However, even if on the date of renewal three or more authorized insurers are writing on a broad basis the particular kind and class of insurance required by the insured, a risk initially eligible for surplus lines insurance may be renewed on a surplus lines basis if the surplus lines insurer, licensed insurance producer, or surplus lines broker gives to the insured appropriate notice of the possible availability of comparable types of insurance being written by three or more authorized insurers:
(i) each year; and
(ii) sufficiently in advance of the renewal date to allow the insured to determine whether to renew the policy with the surplus lines insurer.
(d) The Commissioner shall participate in the National Insurance Producer Database maintained by the National Association of Insurance Commissioners and its affiliates and subsidiaries.
Md. Code, Insurance § 3-306.1
§3–306.1.
(a) (1) A diligent search required by § 3–306 of this subtitle shall be deemed completed if:
(i) the insured or the surplus lines broker or insurance producer obtains declinations of a risk from three authorized insurers that are writing the particular kind and class of insurance in this State; and
(ii) the declinations are included in the affidavit required under § 3–307 of this subtitle.
(2) In addition to the requirement of paragraph (1)(i) of this subsection, an insurance producer shall obtain a declination from each insurer for which the insurance producer has been appointed that the insurance producer knows, or should know, is actually writing on a broad basis the particular kind and class of insurance sought.
(b) A diligent search may not be required:
(1) for any coverage on a list of eligible surplus lines coverages compiled by the Commissioner; or
(2) if the diligent search is waived by an exempt commercial purchaser in accordance with the Act.
(c) Notwithstanding the renewal provisions of § 3–306(c) of this subtitle, a diligent search shall be required for each renewal of a personal lines insurance policy written through a surplus lines insurer.
(d) Notwithstanding subsection (b)(2) of this section, a surplus lines broker is not required to perform a diligent search to determine whether the full amount or type of insurance can be obtained from admitted insurers when the surplus lines broker is seeking to procure or place nonadmitted insurance for an exempt commercial purchaser if:
(1) the surplus lines broker has disclosed to the exempt commercial purchaser that the insurance may or may not be available from admitted insurers that may be subject to greater protection and regulatory oversight; and
(2) the exempt commercial purchaser subsequently has requested the surplus lines broker in writing to procure nonadmitted insurance from or place the nonadmitted insurance with a nonadmitted insurer.
Md. Code, Insurance § 3-306.2
§3–306.2.
(a) Subject to subsections (b) through (e) of this section, disability insurance and short–term medical insurance under § 3–302(c) of this subtitle may be procured from a nonadmitted insurer if the coverage procured is in excess of coverage available from, or is not available from, an admitted insurer that writes that particular kind and class of insurance in the State.
(b) Procurement of disability insurance under this section from a nonadmitted insurer is subject to:
(1) the diligent search requirements of §§ 3–306 and 3–306.1 of this subtitle; and
(2) all other requirements of this subtitle.
(c) Procurement of short–term medical insurance under this section from a nonadmitted insurer is subject to:
(1) a policy term that:
(i) is less than 3 months; and
(ii) may not be extended or renewed;
(2) the provision of written notice to the applicant, on a form approved by the Commissioner:
(i) stating that coverage may be available under the Affordable Care Act without medical underwriting;
(ii) providing contact information for the Maryland Health Benefit Exchange;
(iii) stating that the short–term medical insurance may be available from an admitted insurer;
(iv) stating that similar coverage may be available from an admitted insurer offering travel insurance, as defined in § 10–101 of this article; and
(v) displaying prominently in the contract and in any application materials provided in connection with enrollment in the coverage in at least 14 point type the following: “This is not qualifying health coverage (“minimum essential coverage”) that satisfies the health coverage requirements of the Affordable Care Act. If you don’t have minimum essential coverage, you may owe an additional payment with your taxes.”;
(3) the diligent search requirements of §§ 3–306 and 3–306.1 of this subtitle; and
(4) all other requirements of this subtitle.
(d) Short–term medical insurance may not be procured from a nonadmitted insurer unless:
(1) the insurance is procured through a qualified surplus lines broker;
(2) if the insurance is offered on a Web site on the Internet, the Web site identifies the qualified surplus lines broker through whom the insurance may be procured; and
(3) the diligent search required under §§ 3–306 and 3–306.1 of this subtitle includes a search of the short–term medical insurance policies offered for sale by admitted insurers.
(e) A short–term medical insurance policy procured from a nonadmitted insurer may not include:
(1) a preexisting condition exclusion, unless the exclusion relates to a condition that was first manifested, treated, or diagnosed before the effective date of the policy; or
(2) a definition of sickness or illness that excludes any sickness or illness that began, existed, or had its origin before the effective date of the policy, unless the sickness or illness was first manifested, treated, or diagnosed before the effective date of the policy.
(f) The Commissioner shall develop and make available on the Administration’s Web site a consumer guide on short–term medical insurance that includes information on:
(1) the availability of coverage from admitted insurers; and
(2) the types of coverage and provisions in short–term medical insurance policies that may be important to consumers.
Md. Code, Insurance § 3-307
(a) An affidavit that sets forth the facts referred to in § 3–306 of this subtitle and any other facts required by the Commissioner must be personally executed by the surplus lines broker or the originating insurance producer at the time the surplus lines insurance is placed.
(b) The affidavit must be filed with the Commissioner on or before the 45th day after the last day of the calendar quarter in which the surplus lines insurance was placed.
(c) For short–term medical insurance procured from a nonadmitted insurer under this subtitle, the affidavit shall include, for each declining authorized insurer, the reason for the declination.
Md. Code, Insurance § 3-308
Each insurance contract or confirmation procured and delivered under this subtitle shall be:
(1) endorsed or stamped conspicuously in boldface type on the first page of the insurance contract or confirmation as follows: “This insurance is issued by a nonadmitted insurer not under the jurisdiction of the Maryland Insurance Commissioner”; and
(2) accompanied by a written disclosure, as prescribed by the Commissioner, that:
(i) is written in clear, plain English;
(ii) explains that the insurer does not possess a certificate of authority from the Commissioner to engage in the insurance business in the State; and
(iii) includes any other information that the Commissioner requires.
Md. Code, Insurance § 3-309
(a) An insurance contract procured as surplus lines coverage from an unauthorized insurer in accordance with this subtitle is valid and enforceable as to all parties and shall be accepted and recognized in all matters and respects to the same effect as like insurance contracts issued by authorized insurers.
(b) An insurance contract entered into in violation of this subtitle may be enforced by the insured in accordance with the terms of the insurance contract.
Md. Code, Insurance § 3-310
(a) Except as provided in subsection (b) of this section, a person must obtain a certificate of qualification to act as a surplus lines broker before the person acts as a surplus lines broker in the State.
(b) A person is not required to obtain a certificate of qualification to act as a surplus lines broker in the State if:
(1) the State is not the home state of the insured; and
(2) the surplus lines broker has obtained a license or other authorization from the home state of the insured.
Md. Code, Insurance § 3-311
An applicant for a certificate of qualification shall:
(1) be qualified as an insurance producer;
(2) hold an insurance producer’s license for the kind of insurance being solicited or sold; and
(3) be competent and trustworthy, as determined by the Commissioner.
Md. Code, Insurance § 3-312
An applicant for a certificate of qualification shall:
(1) file with the Commissioner an application on the form that the Commissioner provides; and
(2) pay to the Commissioner the fee required by § 2-112 of this article.
Md. Code, Insurance § 3-313
(a) Before the Commissioner issues a certificate of qualification to an applicant, the applicant shall file with the Commissioner a bond that:
(1) is subject to approval by the Commissioner;
(2) runs to the State;
(3) is executed by the applicant as principal and by a corporate surety insurer authorized to do business in the State;
(4) is in the penal sum of $10,000; and
(5) is conditioned that the broker will:
(i) conduct business in accordance with this article; and
(ii) remit promptly the taxes required by § 3-324 of this subtitle.
(b) The total liability of the surety insurer under the bond may not exceed the penal sum of the bond.
(c) The surety insurer may not cancel the bond unless, at least 30 days before canceling the bond, the surety insurer files written notice of the cancellation.
Md. Code, Insurance § 3-314
The Commissioner shall issue a certificate of qualification to each applicant who meets the requirements of this subtitle.
Md. Code, Insurance § 3-315
A qualified surplus lines broker may:
(1) accept and place surplus lines insurance business from an insurance producer with a license in the State for the kind of insurance involved; and
(2) compensate the insurance producer for the surplus lines insurance business.
Md. Code, Insurance § 3-316
(a) Unless a certificate of qualification is renewed for a 2–year term as provided in this section, the certificate of qualification expires every other year on the date stated on the certificate of qualification.
(b) At least 1 month before a certificate of qualification expires, the Commissioner shall send to the holder of the certificate of qualification, at the last known address or electronic mail address of the holder on record a notice that states:
(1) the process for renewing the certificate of qualification;
(2) the date by which the Commissioner must receive the renewal application; and
(3) the amount of the renewal fee.
(c) Before a certificate of qualification expires, the holder periodically may renew it for an additional 2–year term, if the holder:
(1) otherwise is entitled to a certificate of qualification;
(2) submits to the Commissioner a renewal application:
(i) on the form that the Commissioner provides; or
(ii) in an electronic format that the Commissioner approves;
(3) pays to the Commissioner the renewal fee required by § 2–112 of this article; and
(4) complies with the bond requirement of § 3–313 of this subtitle.
(d) For an individual, a certificate of qualification renewed under this section shall have an expiration date that is the last day of the month in which the holder of the certificate of qualification was born.
(e) (1) If mailed, an application for renewal of a certificate of qualification shall be considered made in a timely manner if it is postmarked on or before the expiration date of the certificate of qualification.
(2) If submitted electronically, an application for renewal of a certificate of qualification shall be considered made in a timely manner if, on or before the expiration date of the certificate of qualification, the application:
(i) is addressed properly or otherwise directed properly to an information processing system that the Administration has designated or uses for the purpose of receiving electronic applications and from which the Administration is able to retrieve the application;
(ii) is in a form capable of being processed by that system; and
(iii) 1. enters an information processing system outside the control of the sender or of a person that sent the electronic application on behalf of the sender; or
2. enters a region of the information processing system designated or used by the Administration that is under the control of the Administration or an agent of the Administration.
(f) The Commissioner shall renew the certificate of qualification of each holder who meets the requirements of this section.
(g) The Commissioner may adopt regulations to carry out this section.
Md. Code, Insurance § 3-316.1
§3–316.1.
(a) On or before September 30 of the renewal year, a person whose surplus lines broker’s certificate of qualification has expired may reinstate the expired certificate of qualification by:
(1) filing with the Commissioner the appropriate reinstatement application;
(2) paying to the Commissioner the applicable reinstatement fee required under subsection (b) of this section; and
(3) complying with the bond requirement of § 3-313 of this subtitle.
(b) (1) The fee for a reinstatement under this section shall be:
(i) the amount charged for a full renewal period for the type of certificate of qualification held by the person seeking the reinstatement; and
(ii) 1. $25 for reinstatement during the period from July 1 through July 31;
2. $50 for reinstatement during the period from August 1 through August 31; and
3. $75 for reinstatement during the period from September 1 through September 30.
(2) The Commissioner may limit the reinstatement fee to the amount of the renewal fee in cases where the reinstatement applicant did not make timely renewal because of temporary incapacity, hospitalization, or other hardship.
(c) A person whose surplus lines broker’s certificate of qualification has expired is prohibited from acting as a surplus lines broker until the effective date of reinstatement of the certificate of qualification.
(d) A person who does not comply with subsection (a) of this section on or before September 30 of the year of expiration shall apply for a surplus lines broker’s certificate of qualification under § 3-312 of this subtitle and meet any other requirements specified by the Commissioner in regulation.
(e) The Commissioner may adopt regulations to carry out this section.
Md. Code, Insurance § 3-317
(a) The Commissioner may suspend or revoke the certificate of qualification of a surplus lines broker:
(1) if the surplus lines broker fails to file the report required by this subtitle;
(2) if the surplus lines broker fails to remit the tax required by this subtitle;
(3) if the surplus lines broker fails to keep records required by this subtitle, or fails to allow the Commissioner to examine those records;
(4) if the surplus lines broker fails to file or falsifies the affidavit required by this subtitle; or
(5) for any applicable ground for suspending or revoking the license of an insurance producer under this article.
(b) The Commissioner may not reinstate the certificate of qualification of a surplus lines broker whose certificate has been suspended or revoked until the broker pays all penalties and delinquent taxes that are owed.
Md. Code, Insurance § 3-318
(a) The Commissioner may not approve an insurer as a surplus lines insurer unless the insurer:
(1) is authorized in its domiciliary jurisdiction to write the type of insurance it seeks to write;
(2) has capital and surplus, or their equivalent under the laws of its domiciliary jurisdiction, equal to the greater of:
(i) the minimum capital and surplus required under the laws of its domiciliary jurisdiction; and
(ii) $15,000,000; and
(3) files with the Commissioner:
(i) a written request for approval as a surplus lines insurer to write the type of insurance the insurer seeks to write;
(ii) a certified copy of the insurer’s annual statement, on convention form, that shows the amount by line of surplus lines business written on risks located in the State during the period covered by the annual statement; and
(iii) a certificate of compliance issued by the insurance department of the insurer’s state of domicile.
(b) (1) For a foreign insurer, the requirements of subsection (a)(2) of this section may be satisfied by the insurer’s possessing less than the minimum capital and surplus if the Commissioner makes an affirmative finding of acceptability.
(2) The finding shall be based on the following or similar factors:
(i) quality of management;
(ii) capital and surplus of any parent company;
(iii) company underwriting profit and investment income trends;
(iv) market availability; and
(v) company record and reputation of the foreign insurer in the industry.
(3) The Commissioner may not make an affirmative finding of acceptability if the foreign insurer’s capital and surplus is less than $4,500,000.
(c) A surplus lines insurer’s approval expires on June 30 each year unless the approval is renewed as provided in this section.
(d) (1) Before an approval expires, an insurer may renew the approval for a 1–year term if the insurer:
(i) files with the Commissioner, in accordance with the procedures established by the Commissioner, an application for renewal of approval as a surplus lines insurer;
(ii) pays to the Commissioner the applicable fee required by § 2–112 of this article; and
(iii) submits to the Commissioner any additional information or documentation that the Commissioner requires, including any information or documentation necessary to determine whether the insurer meets the requirements of subsections (a) and (b) of this section.
(2) The application for renewal of approval as a surplus lines insurer shall be signed by an officer of the insurer certifying that, to the best knowledge and belief of the officer, the insurer is in compliance with all statutes and regulations of the insurer’s domiciliary jurisdiction.
(e) An unauthorized insurer shall appoint in writing the Commissioner as agent for the acceptance of service of process.
Md. Code, Insurance § 3-319
(a) A surplus lines broker may not place surplus lines insurance with an unauthorized insurer that:
(1) has not been approved by the Commissioner as a surplus lines insurer in accordance with § 3–318 of this subtitle;
(2) for an insurer not domiciled in the State, has not qualified under § 3–303 of this subtitle;
(3) has been determined by the Commissioner to be insolvent or unsafe financially under subsection (b) of this section; or
(4) has been determined by the Commissioner to have refused to pay just claims.
(b) (1) The Commissioner shall direct that surplus lines insurance may not be placed with a surplus lines insurer that has been approved by the Commissioner if the Commissioner determines that the surplus lines insurer:
(i) is not in a safe or solvent financial condition; or
(ii) has refused to pay just claims.
(2) After written notice of a determination made by the Commissioner under paragraph (1) of this subsection is mailed by the Commissioner to qualified surplus lines brokers, surplus lines insurance may not be placed with the surplus lines insurer.
(c) Notwithstanding any other provision of this subtitle, a surplus lines broker may not place surplus lines insurance with an insurer if the broker knows, or reasonably should know, that the insurer is in an unsafe or insolvent financial condition.
(d) A qualified surplus lines broker may not place a risk in an unauthorized insurer that has not previously appointed the Commissioner as agent for the acceptance of service of process.
Md. Code, Insurance § 3-320
(a) In any question that arises under the coverage between an unauthorized insurer and the insured, the unauthorized insurer is deemed to have received the premium due it for surplus lines insurance if:
(1) the unauthorized insurer has assumed a surplus lines risk under this subtitle; and
(2) the surplus lines broker who placed the surplus lines insurance has received the premium for the surplus lines insurance.
(b) An unauthorized insurer described in subsection (a) of this section is liable to the insured for losses covered by the surplus lines insurance and, on cancellation, for unearned premiums that may become payable to the insured, whether or not the surplus lines broker is indebted to the unauthorized insurer for the surplus lines insurance or for any other reason.
(c) This section does not affect rights between the unauthorized insurer and the surplus lines broker.
(d) Each unauthorized insurer that assumes a surplus lines direct risk under this subtitle subjects itself to the terms of this section.
Md. Code, Insurance § 3-321
(a) (1) On placing surplus lines coverage, a surplus lines broker promptly shall deliver to the insured:
(i) the policy issued by the insurer; or
(ii) if the policy is not available, a binder or cover note that shows:
1. the subject, coverage, conditions, and term of the insurance; and
2. the name and address of the insurer.
(2) If a direct risk is assumed by more than one insurer, the policy, binder, or cover note shall state:
(i) the name and address of each insurer; and
(ii) the proportion of the direct risk assumed by each insurer.
(b) Unless a copy of each binder or cover note has been filed with and approved by the Commissioner, the surplus lines broker, as soon as reasonably possible, shall get the policy from the insurer and deliver it to the insured to replace the binder or cover note previously delivered.
(c) A surplus lines broker promptly shall deliver to the insured an appropriate substitute for or endorsement of the original binder or cover note that accurately shows the current status of the coverage and the responsible insurer if, after issuance and delivery of the original binder or cover note, there is a change in:
(1) the identity of the insurer;
(2) the proportion of the direct risk assumed by an insurer; or
(3) any other material aspect of the insurance coverage.
Md. Code, Insurance § 3-322
(a) Each surplus lines broker shall keep separate records and accounts of all business transacted under the surplus lines broker's certificate of qualification, including copies of:
(1) any daily report made by the surplus lines broker; and
(2) each binder or cover note delivered by the surplus lines broker.
(b) The records described by subsection (a) of this section shall be kept by the surplus lines broker for 3 years after the issuance of the coverage to which the record relates and shall be available at any reasonable time during that period for examination by the Commissioner.
Md. Code, Insurance § 3-324
(a) This section does not apply to insurance of risks of the State or a political subdivision of the State.
(b) The premiums charged for surplus lines insurance are subject to a premium receipts tax of 3% on all gross premiums, less any returned premiums, charged for surplus lines insurance.
(c) For policies effective before July 21, 2011:
(1) if the policy covers property, risks, or exposures located or to be performed entirely in the State, the premium receipts tax shall be computed on the entire premium at the rate specified in subsection (b) of this section; and
(2) if the policy covers property, risks, or exposures located or to be performed both in and outside the State, the premium receipts tax shall be computed at the rate specified in subsection (b) of this section only on that portion of the premium that is properly allocable to the risks located in the State.
(d) For policies effective on or after July 21, 2011, if the State is the insured’s home state, the premium receipts tax shall be computed on the entire premium at the rate specified in subsection (b) of this section.
(e) For policies effective on or after July 21, 2011, only the home state of an insured may receive premium receipts tax payments and reports for nonadmitted insurance.
(f) (1) On delivery of the cover note, certificate of insurance, policy, or other initial confirmation of insurance, a surplus lines broker shall charge the insured the amount of the premium receipts tax in addition to the full amount of the gross premium charged by the insurer for the surplus lines insurance.
(2) The surplus lines broker shall return to the insured the premium receipts tax on any unearned part of the premium.
(g) The surplus lines broker may not:
(1) absorb the premium receipts tax; or
(2) rebate all or part of the premium receipts tax or the surplus lines broker’s commission.
(h) The Commissioner shall cooperate with other states to adopt and implement uniform requirements for nonadmitted insurance in compliance with the Act.
(i) For policies effective on or after July 21, 2011, the regulation of nonadmitted insurance is subject to the statutory and regulatory requirements solely of the home state of the insured.
Md. Code, Insurance § 3-325
(a) On or before March 15 and September 15 of each year, or at another interval that the Commissioner directs, each surplus lines broker that has transacted surplus lines business in the State during the reporting period shall:
(1) file with the Commissioner a report, on a form the Commissioner prescribes, on business subject to tax during the preceding half calendar year or other interval that the Commissioner directs; and
(2) pay to the Commissioner the total amount of tax stated in the report.
(b) By regulation, the Commissioner shall determine the required content and filing deadlines of the report.
(c) Each report shall be open to public inspection.
(d) A qualified surplus lines broker may credit any examination expense paid or assessed under § 2–208 of this article against the premium receipts tax due to the State.
(e) With respect to surplus lines premium receipts tax due to the State, a surplus lines broker is subject to the provisions of Title 6, Subtitle 1 of this article relating to penalties, interest, audits, assessments, limitations, appeals, and refunds.
Md. Code, Insurance § 3-326
(a) A surplus lines broker may not:
(1) knowingly or negligently deliver a false binder or cover note; or
(2) fail to notify the insured promptly of any material change with respect to surplus lines insurance by delivery to the insured of a substitute binder or cover note as provided in § 3-321 of this subtitle.
(b) A violation of subsection (a) of this section is a violation of this article.
(c) A person that violates subsection (a) of this section is guilty of a misdemeanor and on conviction is subject to the penalty provided by § 1-301 of this article or to any greater applicable penalty provided by law.
Md. Code, Insurance § 3-327
This subtitle is the Surplus Lines Insurance Law.
Source: Open US Law by Vaquill AI (CC BY 4.0)URL: https://mgaleg.maryland.gov/mgawebsite/Laws/StatutesFetched: 10/16/2026