Sec. 19. (a) In case of a consolidation, the existence of the consolidating cooperative corporations shall cease and the articles of consolidation are considered the articles of incorporation of the new cooperative corporation.

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Terms Used In Indiana Code 8-1-17-19

  • commission: refers to the Indiana utility regulatory commission. See Indiana Code 8-1-1-1
  • Cooperative corporation: means a corporation formed under this chapter. See Indiana Code 8-1-17-3
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • 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.
  • Obligations: includes negotiable bonds, notes, debentures, interim certificates or receipts, and other evidences of indebtedness, either issued or the payment of which is assumed by a cooperative corporation. See Indiana Code 8-1-17-3
  • Property: includes personal and real property. See Indiana Code 1-1-4-5
     (b) All rights, privileges, immunities, and franchises and all property, real and personal, including without limitation applications for membership, all debts due on whatever account and all other choses in action, of each of the consolidating cooperative corporations are transferred to and vested in the new cooperative corporation without further act or deed.

     (c) The new cooperative corporation shall be responsible and liable for all the liabilities and obligations of each of the consolidating cooperative corporations. Any claim existing or action or proceeding pending by or against any of the consolidating cooperative corporations may be prosecuted as if the consolidation had not taken place but the new cooperative corporation may be instituted in its place.

     (d) The new cooperative corporation may operate in all the areas in which the consolidating cooperative corporations were authorized to operate. Before the new corporation may operate in any other area, it shall submit to the commission:

(1) an application for a new certificate of territorial authority under IC 8-1-32.5; or

(2) a notice of change under IC 8-1-32.5-12(7), as allowed by the commission.

     (e) The rights of creditors and any liens upon the property of any consolidating cooperative corporations shall not be impaired by the consolidation.

Formerly: Acts 1951, c.193, s.19. As amended by P.L.59-1984, SEC.80; P.L.97-1993, SEC.8; P.L.27-2006, SEC.47.

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