Section 30: Procedure for amalgamation.
(1) Subject to the provisions of this section, no insurer shall-
(a) amalgamate with, transfer to or require from any other insurer any insurance business or part thereof, without the approval of the Commission; or
(b) without the sanction of the Court-
(i) amalgamate with any other insurer carrying on life insurance business, or workmen's' compensation insurance business; or
(ii) transfer to or acquire from any other insurer, any such insurance business or part thereof.
(2) The Commission may, before granting an approval under subsection (1) (a) of this section, call for such statements, documents and other information as shall enable it to reach a decision on the matter.
(3) If a class of insurance business mentioned in subsection (1) (b) of this section is intended to be amalgamated with another insurance business or where an insurer or the class of insurance business is intended to be transferred or acquired in whole or in part, the insurers concerned shall apply to the Court to sanction the proposed amalgamation or transfer as the case may be.
(4) Before an application is made to the Commission for approval or to the Court to sanction any transaction under this section, notice of intention to make the application together with a statement of the nature of the amalgamation, transfer or acquisition shall, at least 3 months before the application is made, be published in at least five national newspapers and be served on the Commission.
(5) During the 3 months referred to in subsection (4) of this section, certified copies of each of the following documents shall be kept open for inspection by the members and policy-holders at the principal and branch offices of the insurers concerned that is-
(a) a draft of the agreement or deed under which it is proposed to effect the amalgamation, acquisition or transfer;
(b) auditor's report in respect of the insurance business of each of the insurers concerned, prepared in the prescribed form ;
(c) actuarial reports in respect of the life insurance business of each of the insurers concerned, prepared in the prescribed form; and
(d) a report on the proposed amalgamation, transfer or acquisition prepared by an independent actuary.
(6) The deed or agreement under which an amalgamation, transfer or acquisition as the case may be, is proposed to be effected shall be available for inspection without payment of any fee by policy-holders and shareholders at all reasonable times in all the offices of the insurers in Nigeria, for a period of 21 days after the publication of the notice in the newspapers.
(7) The Commission or Court in its discretion may approve or sanction the amalgamation, transfer or acquisition if it is satisfied that no sufficient objection has been established by those entitled to be heard.
(8) For the purposes of subsection (7) of this section, it shall be sufficient objection if it appears to the Commission or Court that policy-holders representing not less than one-fifth of the total number insured by any of the insurers carrying on the insurance business concerned, dissent from the amalgamation, transfer or acquisition, as the case may be.
(9) If an amalgamation, transfer or acquisition under this section is approved by the Commission or sanctioned by the Court, no policy-holder shall be regarded as having abandoned a claim which he would have had against the original insurer or as having accepted in place of the original insurer the liability of that insurer.
(10) A policy-holder who abandons his claim under subsection (9) of this section shall have the right to cancel his contract, in which case he shall be entitled to claim the portion of premium corresponding to the unexpired term of the risk insured by him or to the mathematical reserve, in the case of life assurance.
(11) Any insurer from whom the business is transferred shall not be registered anew to undertake the same class or, as the case may be, classes of insurance business until after the expiration of 5 years from the issue of the approval by the Commission or sanction of the Court.
Cite this section
Section 30, INSURANCE ACT (2003).
https://repo.podus.ai/laws/insurance-act/section/30/