§ 28-3-2-2 — Plan of conversion, merger, or consolidation; required approvals

The plan of conversion, merger, or consolidation
shall be approved by the board of directors of the bank or trust
company and shall be approved by the board of directors of the national
banking association. In cases where a national banking association
proposes to convert into a resulting bank or trust company, it shall
follow the procedure prescribed by the laws of the United States and
shall be granted a charter under and pursuant to the provisions of IC 28-1 or IC 28-12 upon filing articles of incorporation on forms
prescribed by the director of the department of financial institutions
and approved by the holders of at least two-thirds (2/3) of each class of
the capital stock of the national banking association and with the
approval of the department of financial institutions, as provided in
section 1 of this chapter. In cases where a national banking association
proposes to merge or consolidate with a resulting bank or trust
company, the plan of merger or consolidation shall be in accordance
with and subject to, and shall have the effect provided in, IC 28-1
pertaining to the merger and consolidation of banks and trust
companies except as otherwise expressly provided in this chapter, but
the provisions of IC 28-1-7-21 shall not apply to the extent that the
provisions thereof conflict with the laws of the United States pertaining
to the rights of dissenting shareholders of any national banking
association upon the merger or consolidation of such association with
a bank or trust company.
Formerly: Acts 1953, c.69, s.2. As amended by P.L.263-1985,
SEC.129; P.L.14-1992, SEC.110; P.L.171-1996, SEC.39.