375.861. Foreign company survivor of merger, documents to be filed with director. - Missouri Statutes

Foreign company survivor of merger, documents to be filed withdirector.

375.861. 1. Whenever a foreign insurance company authorizedto transact business in this state is the surviving company of astatutory merger permitted by the laws of the state or countryunder which it is organized, and the merger is not subject to theprovisions of section 375.241, it shall forthwith file with thedirector:

(1) Copies of the agreement and certificate of merger dulyauthenticated by the proper officer of the state or country underthe laws of which the statutory merger was effected; and

(2) If any of the companies party to the merger was notadmitted to transact business in this state, a statement of thefinancial condition and business of each of the companies, as ofthe end of the preceding calendar year complying as to form,content and verification with the requirements for annualstatements, or a financial statement as of such later date as thedirector may require.

2. It is not necessary for the surviving company to procurea new certificate of authority to transact business in this statenor an amended certificate unless the name of the company ischanged thereby or unless the company desires to transact in thisstate kinds of business other than those which it is thenauthorized to transact.

3. Whenever a foreign insurance company authorized totransact business in this state is a party to a statutory mergerand the company is not the surviving company, or if the foreigninsurance company is a party to a consolidation, then thecertificate of authority of the foreign company shall terminateupon the merger or consolidation, and the surviving company, ifnot previously authorized to transact business in this state, orthe new company, in the case of consolidation, shall be subjectto the same requirements for admission to transact business inthis state as any other foreign company.

(L. 1967 p. 516)