Meeting and vote of policyholders; notice

1. Within 45 days after the date of the Commissioner’s approval of a plan of reorganization pursuant to NRS 693A.590, unless extended by the Commissioner for good cause, the mutual insurer shall hold a meeting of its policyholders at a reasonable time and place to vote upon the plan of reorganization. The mutual insurer shall give notice not less than 30 days before the meeting, by first-class mail to the last known address of each policyholder, that the plan of reorganization will be voted upon at a regular or special meeting of the policyholders. The notice must include a brief description of the plan of reorganization, a statement that the Commissioner has approved the plan of reorganization, and a written proxy permitting the policyholder to vote for or against the plan of reorganization. For the purposes of notice and voting, the policyholder of a policy of group insurance is the entity to which the group policy is issued and not any person covered under the group policy. A plan of reorganization is approved only if not less than two-thirds of the policyholders voting in person or by proxy at the meeting vote in favor of the plan of reorganization. Each policyholder is entitled to only one vote regardless of the number of policies owned by the policyholder. The Commissioner shall supervise and direct the conducting of the vote on the plan of reorganization as necessary to ensure that the vote is fair and consistent with the requirements of this section. 2. If a mutual insurer complies substantially and in good faith with the notice requirements of this section, the mutual insurer’s failure to give any policyholder the required notice does not impair the validity of any action taken pursuant to this section. 3. If the meeting of policyholders to vote upon the plan of reorganization is held coincident with the mutual insurer’s annual meeting of policyholders, only one combined notice of meeting is required. 4. The form of any proxy must be filed with and approved by the Commissioner. 5. For the purposes of notice and voting, a person is not a policyholder unless the person was a policyholder of the mutual insurer on the date on which the plan of reorganization was initially approved by the board of directors of the mutual insurer.