Indiana § 27-1-9-12 Execution of articles of merger or consolidation by foreign
corporations; approval by foreign regulatory authority; appointment of
commissioner as attorney for service of process on foreign corporation

Indiana Statutes

§ 27-1-9-12 — Execution of articles of merger or consolidation by foreign corporations; approval by foreign regulatory authority; appointment of commissioner as attorney for service of process on foreign corporation

Indiana·Title 27 INSURANCE·Art. 1 DEPARTMENT OF INSURANCE·Ch. 9 Merger, Consolidation, and Reinsurance

(a)In case of a merger or consolidation between a domestic and a foreign company, the articles of merger or consolidation shall be regarded as executed by the proper officers of said foreign company when such officers are duly authorized to execute same through such action on the part of the directors, shareholders, members, or policyholders of said foreign company as may be required by the laws of the state where the same is incorporated; and upon execution, said articles of merger or consolidation shall be submitted to the commissioner of insurance or other officer at the head of the insurance department of the state where such foreign company is incorporated. No such merger or consolidation shall take effect until it shall have been approved by the insurance official of the state where

Free access — add to your briefcase to read the full text and ask questions with AI

(a) In case of a merger or consolidation
between a domestic and a foreign company, the articles of merger or
consolidation shall be regarded as executed by the proper officers of
said foreign company when such officers are duly authorized to execute
same through such action on the part of the directors, shareholders,
members, or policyholders of said foreign company as may be required
by the laws of the state where the same is incorporated; and upon
execution, said articles of merger or consolidation shall be submitted
to the commissioner of insurance or other officer at the head of the
insurance department of the state where such foreign company is
incorporated. No such merger or consolidation shall take effect until it
shall have been approved by the insurance official of the state where
said foreign company is incorporated nor until a certificate of his
approval has been filed in the office of the department of insurance of
the state of Indiana. Such submission to and approval by the proper
official of such other state shall not be required unless the same are
required by the laws of such foreign state. The domestic company
involved in such merger or consolidation shall not through anything
contained in this section be relieved of any of the procedural
requirements enumerated in the preceding sections of this article.
(b) No merger or consolidation between a domestic and a foreign
company shall take effect, unless and until the surviving or new
company, if such is a foreign company, shall file with the department
a power of attorney appointing the commissioner and his successors in
office, the attorney for service of said foreign company, upon whom all
lawful process against said company may be served. Said power of
attorney shall be irrevocable so long as said foreign company has
outstanding in this state any contract of insurance, or other obligation
whatsoever, and shall by its terms so provide. Service upon the
commissioner shall be deemed sufficient service upon the company.
Formerly: Acts 1935, c.162, s.127; Acts 1941, c.115, s.8. As
amended by P.L.260-1983, SEC.3.

Indiana § 27-1-9-12 (Execution of articles of merger or consolidation by foreign corporations; approval by foreign regulatory authority; appointment of commissioner as attorney for service of process on foreign corporation) — published by Counsel Stack Legal Research, free access to 12M+ legal documents.