Sec. 2. (a) The board of directors of any such company desiring to reorganize under this article shall, after full compliance with the laws of state, territory, or insular possession of the United States, or the District of Columbia, under which the company was incorporated or organized, by a resolution adopted by a majority vote of the members of such board, approve and adopt articles of reorganization setting forth:

(1) the name of the company;

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Terms Used In Indiana Code 27-1-19-2

  • articles of incorporation: includes both the original articles of incorporation and any and all amendments thereto, except where the original articles of incorporation only are expressly referred to, and includes articles of merger, consolidation and reinsurance, and in case of corporations, heretofore organized, articles of reorganization filed in the office of the secretary of state, and all amendments thereto. See Indiana Code 27-1-2-3
  • principal office: means that office maintained by the corporation in this state, the address of which is required by the provisions of this article to be kept on file in the office of the department. See Indiana Code 27-1-2-3
  • Statute: A law passed by a legislature.
  • United States: includes the District of Columbia and the commonwealths, possessions, states in free association with the United States, and the territories. See Indiana Code 1-1-4-5
(2) the location of its principal office and the location of its proposed principal office in this state;

(3) the date of its incorporation or organization;

(4) a designation of the statute under which it was organized;

(5) a declaration that it accepts all of the terms and provisions of this article; and

(6) a restatement of such provisions of its articles of incorporation or association as may be deemed advisable so long as the provisions restated would have been authorized by this article as provisions of original articles of incorporation for a company organized under this article.

     (b) Upon the approval and adoption thereof by the board of directors, the articles of reorganization shall be executed and signed in triplicate originals by the president and the secretary of the company, and acknowledged and sworn to before an officer authorized to take the acknowledgments of deeds by the officers signing the same.

Formerly: Acts 1935, c.162, s.241. As amended by P.L.252-1985, SEC.82.

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