Prior to and for a period of five years following the effective date of the conversion,
and five years following the date of distribution of consideration to the policyholders
in exchange for their membership interests, an officer or director, including family
members and their spouses, of the mutual insurer or the successor stock company, shall
not directly or indirectly offer to acquire or acquire control of the successor stock
company unless the acquisition is made pursuant to a stock option or other plan approved
by the commissioner, made pursuant to the plan of conversion, or made after the initial
public offering from a broker or dealer of registered securities with the securities
and exchange commission at the quoted price on the date of purchase, or made in connection
with the defense against an acquisition of control of the reorganized company pursuant
to any proposal not approved by the board of directors. As used in this section, “family member” includes a brother, sister, spouse, parent,
grandparent, ancestor, or descendant of the officer or director.
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