Ins 6.40(12)(L)(L) Mergers, consolidations, acquisitions and similar matters. Ins 6.40(12)(L)1.1. If action is to be taken with respect to a merger, consolidation, acquisition, or similar matter, furnish in brief outline the following information: Ins 6.40(12)(L)1.a.a. The rights of appraisal or similar rights of dissenters with respect to any matters to be acted upon. Indicate any procedure required to be followed by dissenting stockholders in order to perfect such rights. Ins 6.40(12)(L)1.c.c. The business done by the company to be acquired or whose assets are being acquired. Ins 6.40(12)(L)1.d.d. If available, the high and low sales prices for each quarterly period within 2 years. Ins 6.40(12)(L)1.e.e. The percentage of outstanding shares which must approve the transaction before it is consummated. Ins 6.40(12)(L)2.2. For each company involved in a merger, consolidation or acquisition, the following financial statements should be furnished: Ins 6.40(12)(L)2.b.b. A comparative statement of operating income and expenses for each of the last 2 fiscal years and, as a continuation of each statement, a statement of earning per share after related taxes and cash dividends paid per share. Ins 6.40(12)(L)2.c.c. A pro forma combined balance sheet and income and expenses statement for the last fiscal year giving effect to the necessary adjustments with respect to the resulting company. Ins 6.40(12)(m)(m) Restatement of accounts. If action is to be taken with respect to the restatement of any asset, capital, or surplus of the insurer, furnish the following information: Ins 6.40(12)(m)1.1. State the nature of the restatement and the date as of which it is to be effective. Ins 6.40(12)(m)2.2. Outline briefly the reasons for the restatement and for the selection of the particular effective date. Ins 6.40(12)(m)3.3. State the name and amount of each account affected by the restatement and the effect of the restatement thereon. Ins 6.40(12)(n)(n) Matters not required to be submitted. If action is to be taken with respect to any matter which is not required to be submitted to a vote of stockholders, state the nature of such matter, the reason for submitting it to a vote of stockholders and what action is intended to be taken by the management in the event of a negative vote on the matter by the stockholders. Ins 6.40(12)(o)(o) Amendment of charter, by-laws, or other documents. If action is to be taken with respect to any amendment of the insurer’s charter, by-laws or other documents as to which information is not required above, state briefly the reasons for and general effect of such amendment and the vote needed for its approval. Ins 6.40(13)(13) Information to be included in statements filed by or on behalf of a participant (other than the insurer) in a proxy solicitation in an election contest. Ins 6.40(13)(b)1.b.b. Your present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is carried on. Ins 6.40(13)(b)2.b.b. Information as to all material occupations, positions, offices or employments during the last 10 years, giving starting and ending dates of each and the name, principal business and address of any business corporation or other business organization in which each such occupation, position, office or employment was carried on. Ins 6.40(13)(b)3.3. State whether or not you are or have been a participant in any other proxy contest involving this company or other companies within the past 10 years. If so, identify the principals, the subject matter and your relationship to the parties and the outcome. Ins 6.40(13)(b)4.4. State whether or not, during the past 10 years, you have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) and, if so, give dates, nature of conviction, name and location of court, and penalty imposed or other disposition of the case. A negative answer to this subparagraph need not be included in the proxy statement or other proxy soliciting material.