Section 431:4-312 - Members proxies(a) A member of a domestic mutual insurer may vote in person or by proxy given another member on any matter coming before a corporate meeting of members.(b) No proxy shall be valid beyond the earlier of the following dates: (1) The date of expiration set forth in the proxy;(2) The date of termination of membership; or(3) Five years from the date of execution of the proxy.(c) No member's vote upon any proposal to divest the insurer of its business and assets, or the major part thereof, shall be registered or taken except in person or by a proxy newly executed and specific as to the matter to be voted upon.