A ruling by the Iowa Supreme Court might help protect the rights of
policyholders, whose insurance companies demutualize.
The directors of Allied Group, then a subsidiary of Allied Mutual, offered to
sell 21 percent of the company's stock publicly. When the $16.4 million raised
through the sale went directly to Allied Group's subsidiaries, rather than to
Allied Mutual, it began a process that would essentially lead to the
demutualization of the company, without compensation to policyholders.
The Iowa Supreme Court gave policyholders the legal right to challenge
whether Allied could demutualize without seeking policyholder approval or
compensating them.
"We're delighted with the ruling. It reaffirmed the rights of
policyholders," says Thomas Waterman, one of the attorneys suing Allied.
Allied Mutual evolved into Allied Insurance, a property and casualty company
later acquired by Nationwide. Allied executives claim they acted in the best interests of
policyholders. Jason Adkins, a Boston-based attorney involved in the case,
thinks otherwise.
According to Adkins, the insurance company and a half dozen trade
organizations believed regardless of the facts of the case, the policyholders
had no right to question the stock sale or what happened to the proceeds.
"It was a disgraceful display of disregard for the policyholders,"
says Adkins. "The decision just states the obvious. Mutual companies must
act in good faith and loyalty to the policyholders, and if they don't they can
be sued."
Adkins says the Iowa ruling will be influential, because courts in other
states are likely to refer to the case in their own decisions. Adkins says this
ruling will give policyholders more power in challenging how mutual companies
change their corporate structure.