0001437749-17-017705 Sample Contracts

AGREEMENT AND PLAN OF MERGER By and Among INVESTORS HERITAGE CAPITAL CORPORATION, AQUARIAN INVESTORS HERITAGE HOLDINGS LLC and AQUARIAN INVESTORS HERITAGE ACQUISITION CO. Dated as of October 27, 2017

Merger Agreement • October 27th, 2017 • Investors Heritage Capital Corp • Life insurance • Delaware

• Contract Type
  Merger Agreement
• Filed
  October 27th, 2017
• Company
  Investors Heritage Capital Corp
• Industry
  Life insurance
• Jurisdiction
  Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 27, 2017, by and among Investors Heritage Capital Corporation, a Kentucky corporation (the “Company”), Aquarian Investors Heritage Holdings LLC, a Delaware limited liability company (“Parent”) and Aquarian Investors Heritage Acquisition Co., a Kentucky corporation and a direct, wholly owned subsidiary of Parent (“Merger Sub”).

VOTING AGREEMENT

Voting Agreement • October 27th, 2017 • Investors Heritage Capital Corp • Life insurance • Delaware

• Contract Type
  Voting Agreement
• Filed
  October 27th, 2017
• Company
  Investors Heritage Capital Corp
• Industry
  Life insurance
• Jurisdiction
  Delaware

VOTING AGREEMENT, dated as of October 27, 2017 (this “Agreement”), by and among Aquarian Investors Heritage Holdings LLC, a Delaware limited liability company (“Parent”) and each of the persons listed on Schedule 1 hereto (each, a “Shareholder” and collectively, the “Shareholders”).

October 27, 2017 AQUARIAN INVESTORS HERITAGE HOLDINGS LLC 299 Park Avenue, 6th Floor New York, NY 10017 Re: Acquisition of Investors Heritage Capital Corporation Ladies and Gentlemen:

Acquisition Agreement • October 27th, 2017 • Investors Heritage Capital Corp • Life insurance • Delaware

• Contract Type
  Acquisition Agreement
• Filed
  October 27th, 2017
• Company
  Investors Heritage Capital Corp
• Industry
  Life insurance
• Jurisdiction
  Delaware

Reference is made to the Agreement and Plan of Merger, dated as of the date hereof (as it may be amended from time to time, the “Merger Agreement”), by and among Aquarian Investors Heritage Holdings LLC, a Delaware limited liability company (“Parent”), Aquarian Investors Heritage Acquisition Co., a Kentucky corporation (“Merger Sub”) and Investors Heritage Capital Corporation, a Kentucky corporation (the “Company”), pursuant to which Merger Sub will be merged with and into the Company (the “Merger”), with the Company being the surviving entity of such Merger and a direct, wholly-owned subsidiary of Parent. This letter agreement (this “Agreement”) sets forth the commitment of the undersigned (the “Contributing Shareholders”), subject to the terms and conditions contained herein, to transfer, contribute and deliver the number of shares of Company Common Stock described in Section 1 below to Parent in exchange for the equity of Parent described in Section 1 below. Capitalized terms used b