Merger of Clarno Mutual Insurance Company With and Into Mt. Morris Mutual Insurance Company

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Information of the Proposed Merger of Clarno Mutual Insurance Company With and Into Mt. Morris Mutual Insurance Company

On November 15, 2023, Clarno Mutual Insurance Company (CMIC), a Wisconsin town mutual insurer, along with Mt. Morris Mutual Insurance Company (MMIC), a Wisconsin mutual insurer, filed a statement on behalf of the applicants.  CMIC, along with MMIC, intend that CMIC will merge with and into MMIC.  After the merger, in accordance with the agreement and plan of merger, CMIC will cease to exist, and the surviving entity would be MMIC.

The Applicants filed the following documents with OCI:

• Transmittal Letter
  
• Confidential Supplement Transmittal Letter
  
• Executed Agreement and Plan of Merger With the Following Exhibits:
  
• ​Articles of MMIC, the Surviving Entity
  
• Bylaws of MMIC, the Surviving Entity​
  
• The Certificate of Assumption and Endorsement that MMIC Proposes to Send to CMIC Policyholders After the Effective Date of the Merger
  
• List of the Surviving Entity's Proposed Directors and Officers​
  
• ​The Action By Written Consent of the CMIC Board of Directors Approving the Agreement and Plan of Merger
  
• The Executed Resolution of the MMIC Board of Directors Approving the Agreement and Plan of Merger
  
• Summary of Agreement and Plan of Merger
  
• Proposed Notice of Special Policyholder Meeting to be Sent to CMIC Policyholders
  
• Proposed CMIC Policyholder Resolution Ballot (In-Person)
  
• Proposed CMIC Policyholder Resolution Ballot (Mail)
  
• Proposed CMIC Vote Report
  
• 2022 Annual Financial Statements of CMIC
  
• 2022 Annual Financial Statements of MMIC
  
• Unaudited 2023 Quarter 2 Financial Statements of CMIC [CONFIDENTIAL]
• 2023 Quarter 2 Financial Statements of MMIC ​