§ 7503. The Life Insurance Guaranty Corporation. (a) The non-profit
body corporate known as "The Life Insurance Guaranty Corporation"
created pursuant to chapter four hundred eighty-one of the laws of
nineteen hundred forty-one, is hereby continued. It shall be composed of
the superintendent ex-officio and one representative of each life
insurance company incorporated or organized under any law of this state
which shall have actively and continuously transacted business in this
state for a period of at least three years prior to the effective date
of article seventy-seven of this chapter. No company shall be eligible
for membership in the corporation if a proceeding instituted by the
superintendent pursuant to article seventy-four of this chapter is
pending against it in which event such company shall not be eligible
until the superintendent shall certify that it is so eligible.

(b) Every such company which shall become eligible for membership in
the corporation shall, within forty-five days from the date on which it
becomes so eligible, file with the superintendent a certificate
designating its representative for the purposes of such corporation.
Upon failure of any company to make such designation within the
forty-five day period, the superintendent shall forthwith make such
designation for and on its behalf and by mail give notice thereof to
such company. The designation, whether made by the company or the
superintendent, may be revoked by the company at any time with or
without cause. Any vacancy by death, resignation or removal shall be
filled in the same manner as for the original designation of a
representative.

(c) Each such representative shall also be known as a director and all
representatives and the superintendent shall constitute the board of
directors which shall have complete charge and control of the management
of the corporation in accordance with the corporate powers hereinafter
set forth, including power to adopt administrative rules, regulations
and by-laws advisable for the purposes and objects of the corporation.
The superintendent shall be ex-officio chairman of the board.

(d) No director, officer, agent or other representative of the
corporation shall be individually liable to any person, firm or
corporation, including the corporation, for any act or omission to act,
or for any liability incurred or assumed, on behalf of the corporation
or by virtue hereof. Any such liability so incurred or assumed shall be
collectible only out of the fund; nor shall any member company be
subject to any liability except for assessment as herein provided.

(e) The corporation shall be under the immediate supervision of the
superintendent and shall be subject to such provisions of this chapter
as the superintendent shall deem applicable.

(f) The corporation shall have the power:

(1) to use a corporate seal, to contract, to sue and be sued and to
possess and exercise all powers necessary or convenient for the purposes
of this article;

(2) with the approval of the superintendent, to assume, reinsure or
guaranty, or cause to be assumed, reinsured or guaranteed, partially or
wholly, any or all policies or contracts of any member company and to
make available from the fund such sums as may be necessary for such
purposes;

(3) to carry out the provisions of this article, the corporation shall
have and may exercise all necessary rights, powers, privileges and
franchises of a domestic life insurance company except that it shall not
be authorized to issue contracts or policies unless they replace
contracts or policies representing obligations in whole or in part of
another domestic life insurance company or of the corporation;

(4) to borrow money for the purposes of the fund with or without
security and pledge such assets in the fund as security for such loans
and in connection therewith to rehypothecate any securities or
collateral pledged to it by a company, provided, however, that
obligations of the corporation shall be legal investments for domestic
life insurance companies and to the extent authorized by the
superintendent may be carried as admitted assets;

(5) to collect, or enforce by legal proceedings, if necessary, the
payment of, all assessments for which any contributor may be liable
under this article; to collect any obligation due to the corporation or
to the fund; and

(6) to fund a resolution facility established pursuant to section
seven thousand seven hundred nineteen of this chapter.

(g) The corporation shall, subject to such terms and conditions as it
may impose with the approval of the superintendent, assume, reinsure or
guaranty the performance of the policies and contracts issued prior to
the effective date of article seventy-seven of this chapter by any
impaired or insolvent member company, and shall have power to receive,
own and administer any assets acquired in connection with such
assumption, reinsurance or guaranty; provided, however, that after the
effective date of article seventy-seven of this chapter the corporation
shall have no responsibility with respect to any claim under any such
policy or contract except (i) to the extent that the amount of such
claim exceeds the portion thereof that is covered under article
seventy-seven of this chapter, and (ii) with respect to any claim not
covered under article seventy-seven of this chapter. As to any policy
not in default in the payment of premiums subsequent to any such
assumption, reinsurance or guaranty, the corporation shall make prompt
payment of the death benefit due under the terms of the policy.

(h) Notwithstanding any other provision of this section, no assumption
by a member company after the effective date of article seventy-seven of
this chapter, of the policies or contracts of another member company
issued prior to the effective date of article seventy-seven of this
chapter, for which assumption certificates have been issued, shall
result in loss by such policies or contracts of the protection provided
under this article.