ALJDEC

99A-196-INS · Department of Insurance · 1999-10-25

IN THE OFFICE OF ADMINISTRATIVE HEARINGS

HEARING: October 25, 1999 APPEARANCES: Steven R. Henry, Esq. for the Petitioner; Kurt A. Regner for the Arizona Department of Insurance ADMINISTRATIVE LAW JUDGE: Lewis D. Kowal _____________________________________________________________________ On October 25, 1999, a hearing was held to consider the Plan and Agreement of Merger whereby CalAmerica Life Insurance Company (the "Insurer"), will merge into SunAmerica Life Insurance Company (the "Petitioner"). Based upon the entire record in this matter, the following Findings of Fact, Conclusions of Law and Recommended Order are made: FINDINGS OF FACT 1. Insurer is duly qualified and authorized as a foreign insurer in the State of Arizona.

2. Petitioner is duly qualified and authorized as an insurer domiciled in the State of Arizona. . 3. Both Insurer and the Petitioner have waived the notice requirements of A.R.S. §41-1092.05(D). 4. The shareholder(s) of the Insurer and the shareholder(s) of the Petitioner have waived notice of the hearing. 5. No evidence has been produced at the hearing that would indicate or form the basis for a finding that the Plan and Agreement of Merger concerning this matter previously filed with the Department:

a. Is contrary to law.

b. Is unfair in the terms and conditions of the issuance and exchange of securities.

c. Would substantially reduce the security of and service to be rendered to policyholders of the Petitioner in this State or elsewhere.

6. The Insurer has surrendered its certificate of authority to the Department. 7. Based upon the Department's review of Petitioner's filing, the Department recommended that the Director of the Department approve the Plan and Agreement of Merger filed in this matter. 8. Petitioner requested that the $100.00 deposit Insurer has with the Insurance Examiners’ Revolving Fund (“IERF”) be released to Insurer upon approval of the merger. 11. Petitioner has prepared Articles of Merger it intends to file with the Arizona Corporation Commission. CONCLUSIONS OF LAW The evidence of record established that Petitioner has complied with the provisions of A.R.S. §20-731 and established by credible evidence that the Plan and Agreement of Merger between Insurer and Petitioner should be approved.

RECOMMENDED ORDER The undersigned Administrative Law Judge recommends that: 1. Petitioner may file its Articles of Merger with the Arizona Corporation Commission. 2. The Plan and Agreement of Merger between the Insurer and the Petitioner be approved . 3. The sum of $100.00 previously credited to the IERF be refunded to the Insurer pursuant to A.R.S. §20-159. 4. Insurer shall file its 1999 Annual Statement with the Department, together with all applicable fees, unless Petitioner files its Articles of Merger with the Arizona Corporation Commission on or before December 31, 1999. 5. Petitioner shall submit to the Department copies of the Articles of Merger certified as having been filed in the States of Arizona and California. Done this day, October 25, 1999

______________________________________ Lewis D. Kowal Administrative Law Judge

Original transmitted by fax/mail this ____ day of ____________, 1999, to:

Department of Insurance Mr. Charles R. Cohen 2910 North 44th Street, Ste. 210 Phoenix, AZ 85018

ATTN: Curvey Burton

By ___________________________ -----------------------

Office of Administrative Hearings 1400 West Washington, Suite 101 Phoenix, Arizona 85007 (602) 542-9826