7114 – Pending Actions.
§ 7114. Pending actions. No action or proceeding, pending at the time of the merger or consolidation to which either of the constituent companies may be a party, shall be abated or discontinued by reason of such merger or consolidation, but the same may be prosecuted to final judgment in the same manner as if […]
7115 – Shareholders’ Liability.
§ 7115. Shareholders’ liability. The shareholders of a stock company merging or consolidating shall continue subject to all the liabilities, claims and demands existing against them as such at or before such merger or consolidation.
7116 – Liability of Members of Assessment Company to Continue.
§ 7116. Liability of members of assessment company to continue. In case of a merger or consolidation of assessment companies the liability of members thereof to assessments shall continue and be transferred to the surviving or consolidated company.
7117 – Return of Shares of Constituent Company.
§ 7117. Return of shares of constituent company. A surviving or consolidated company may require the return of the original certificates of stock held by each shareholder in each constituent company, and issue in lieu thereof new certificates for such number of its own shares as such shareholder may be entitled to receive.
7118 – Plan for Acquisition of Minority Interests in a Subsidiary Insurer.
§ 7118. Plan for acquisition of minority interests in a subsidiary insurer. (a) Definitions. In this section: (1) “Parent” means a corporation directly or indirectly owning at least ninety-five percent of the aggregate issued and outstanding shares of all classes of voting shares of a subsidiary. (2) “Subsidiary” means a domestic company whose voting shares […]
7119 – Appraisal of Shares of Dissenting Shareholder on Merger or Consolidation of Domestic Company or on Acquisition of Minority Interests in a Subsidiary I
§ 7119. Appraisal of shares of dissenting shareholder on merger or consolidation of domestic company or on acquisition of minority interests in a subsidiary insurer. (a) A shareholder of a domestic company, by complying with section six hundred twenty-three of the business corporation law except as otherwise provided in subsections (b) and (c) hereof, shall […]
7120 – Redomestication of Foreign Insurance Companies.
§ 7120. Redomestication of foreign insurance companies. (a) Definitions. In this section: (1) “Redomestication” means the transfer to this state of the corporate domicile of an authorized foreign company, as provided for in this section. (2) “Transferring company” means any authorized foreign company seeking redomestication. (b) A transferring company shall: (1) file with the superintendent […]
7121 – Effects Upon Guaranty Corporations of Certain Events.
§ 7121. Effects upon guaranty corporations of certain events. (a) No domestic life insurance company which became a domestic insurer in accordance with section seven thousand one hundred twenty of this article shall, except as provided in paragraph two of subsection (c) of this section, at any time be deemed to be a member company […]
7113 – Transfer of Deposits to Surviving or Consolidated Company.
§ 7113. Transfer of deposits to surviving or consolidated company. If any constituent company in a merger or consolidation under the provisions of this article shall have on deposit with the superintendent securities held for the benefit and protection of all of its policyholders or policyholders and creditors within the United States, the superintendent is […]
7104 – Company Approval of Merger or Consolidation Agreement.
§ 7104. Company approval of merger or consolidation agreement. (a) When any domestic company shall propose to enter into an agreement of merger or consolidation, the board of directors, trustees or other governing body shall, except as provided by section seven thousand one hundred seven of this article, submit the question of such agreement to […]