Session Laws

Be it enacted by the Senate and House of Representatives in General Court assembled, and by the authority of the same, as follows:

SECTION 1. Blue Shield of Massachusetts, Inc., organized under chapter one hundred and seventy-six B, is hereby authorized to merge with Blue Cross of Massachusetts, Inc., organized under chapter one hundred and seventy-six A. The surviving corporation shall be named Blue Cross and Blue Shield of Massachusetts, Inc., shall exist for the purposes set out in the articles of organization of both predecessor corporations, as amended, and shall be subject to the laws specified in section two of this act. Such merger shall take effect upon the filing with the state secretary of a certificate of the chairman or president and secretary of each corporation that the merger authorized by this act has been authorized on behalf of such corporation by vote of two-thirds of its members legally qualified to vote in meetings of the corporation. Such certificate shall constitute articles of merger and such merger shall have the effect set forth in section eighty of chapter one hundred and fifty-six B.

SECTION 2. The corporation surviving the merger authorized by section one shall be subject to the following provisions of law:-

(a) chapter one hundred and seventy-six A, except that the corporation shall have not less than eleven nor more than thirty-one directors;

(b) chapter one hundred and seventy-six B;

(c) laws by their terms applicable to nonprofit hospital service corporations and to medical service corporations;

(d) subject to the provisions of clauses (a), (b) and (c), sections two B and eight of chapter one hundred and fifty-five; sections six, seven, seven A and nine of chapter one hundred and eighty; section ten of chapter one hundred and eighty, which shall apply to the corporation, to corporations organized under that chapter, and to other nonprofit corporations organized under chapters one hundred and seventy-six A, one hundred and seventy-six B or one hundred and seventy-six G as if all such corporations were organized under chapter one hundred and eighty for purposes mentioned in section four thereof; and such sections of chapters one hundred and fifty-six B, except as to injunction and receivership, as are made applicable to corporations organized under chapter one hundred and eighty by section ten A of said chapter; and

(e) the corporation shall be required to make readily available to its subscribers, in such form as it may determine, the identity of its participating providers or the identity of its nonparticipating providers, and the differences between such providers under the corporation's health service plans.

SECTION 3. The merged corporation shall maintain a surplus which is not less than five per cent of all expenses and insured claims incurred in each year. The merged corporation may not reduce its surplus below such amount without approval of the commissioner.