Texas Insurance Code 829.151 – Corporate Existence
(a) On the effective date:
(1) the legal existence of the converting exchange continues in the resulting company;
(2) all assets, rights, franchises, and interests of the converting exchange in and to property and any accompanying thing in action are vested in the resulting company without a deed or transfer;
(3) the resulting company assumes all the obligations and liabilities of the converting exchange; and
(4) the power of attorney or other appropriate authorization granting the attorney in fact the authority to act for the subscribers of the converting exchange is terminated.
(b) Except as otherwise specified by the conversion plan:
(1) the directors and officers of the converting exchange serving on the effective date serve as directors and officers of the resulting company until new directors and officers are elected under the articles of incorporation and bylaws of the resulting company; and
(2) the directors of the converting exchange serving on the effective date serve as directors of the mutual holding company until new directors are elected under the articles of incorporation and bylaws of the mutual holding company.
Terms Used In Texas Insurance Code 829.151
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Deed: The legal instrument used to transfer title in real property from one person to another.
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Power of attorney: A written instrument which authorizes one person to act as another's agent or attorney. The power of attorney may be for a definite, specific act, or it may be general in nature. The terms of the written power of attorney may specify when it will expire. If not, the power of attorney usually expires when the person granting it dies. Source: OCC
- Property: means real and personal property. See Texas Government Code 311.005