Merger of New Hope Mutual Insurance Company With and Into Seneca, Sigel Mutual Insurance Company

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Last Updated: October 30, 2023

Information on the Proposed Merger of New Hope Mutual Insurance Company with and into Seneca, Sigel Mutual Insurance Company

On August 28, 2023, New Hope Mutual Insurance Company (NHMIC), a 612 town mutual insurer, filed a statement on behalf of the Applicants.  Seneca, Sigel Mutual Insurance Company (SSMIC), a 612 town mutual insurer, along with NHMIC, intend that NHMIC will merge with and into SSMIC.  After the merger, in accordance with the agreement and plan of merger, NHMIC will cease to exist, and the surviving entity would be SSMIC.

Filings

• ​​Transmittal Letter
• A certified resolution of the SSMIC Board of Directors approving the Merger and establishing a tentative date for the special meeting of policyholders
• A certified resolution of the NMHIC Board of Directors approving the Merger and establishing a tentative date for the special meeting of policyholders
• The executed Agreement and Plan of Merger, including the following exhibits:
• Proposed First Amended and Restated Articles of Incorporation of SSMIC which will be the articles of incorporation of the surviving entity [CONFIDENTIAL]
• The current bylaws of SSMIC which will be the bylaws of the surviving entity
• Proposed Directors and Officers of the surviving entity​
• A proposed Certificate of Assumption which will be sent to all NHMIC policyholders after the effective date of the merger
• A proposed summary of the merger to be sent to the Constituent Corporations' policyholders with the applicable Notice of Special Policyholder Meeting
  

The following SSMIC related documents:

• The most recent year end annual statement for SSMIC
  
• The most recent year end audited financial statements for SSMIC
  
• ​The most recent monthly unaudited financial statements for SSMIC [CONFIDENTIAL]
  
• A proposed Notice of Special Policyholder Meeting to be sent to the SSMIC policyholders
  
• The proposed policyholder resolution ballots to be presented in person at the special meeting pursuant to Wis. Stat. 612.12(a)(c)
  
• The proposed policyholder resolution ballots to be presented to policyholders via mail pursuant to Wis. Stat. 612.12(a)(c)
  
• The proposed report of policyholder votes to be submitted to the OCI following the special meeting​
  

The following NHMIC related documents:

• The most recent year end annual statement for NHMIC
  
• The most recent year end unaudited financial statements for NHMIC [CONFIDENTIAL]​​
  
• The most recent monthly unaudited financial statements for NHMIC [CONFIDENTIAL]
  
• A proposed Notice of Special Policyholder Meeting to be sent to the NHMIC policyholders​
  
• The proposed policyholder resolution ballots to be presented in person at the special meeting pursuant to Wis. Stat. 612.12(a)(c)
  
• The proposed policyholder resolution ballots to be presented to policyholders via mail pursuant to Wis. Stat. 612.12(a)(c)
  
• The proposed report of policyholder votes to be submitted to the OCI following the special meeting​
  

Policyholder Vote Documents

• NHMIC Merger Voting Report
  
• SSMIC Merger Voting Report
  

Decision Documents

• Recommendation Memo 
  
• OCI Approval Letter ​
  
• Vote Certification Confirmation Letter​