(215 ILCS 5/169.1) (from Ch. 73, par. 781.1)
Sec. 169.1.
Effect
of exchange under plan of exchange.
(1) Upon a plan of exchange becoming effective, the exchange provided
for therein is considered to have been consummated and each shareholder of
the domestic stock insurance company acquired ceases to be a shareholder of
such company. The ownership of all shares of the issued and outstanding
stock of such company, except shares payment of the value of which is
required to be made by such company under Section 167, vests in the
acquiring corporation automatically without any physical transfer or
deposit of certificates representing such shares. All shares payment of the
value of which is required to be made by such company under Section 167 are
considered no longer outstanding shares of such company. The acquiring
corporation thereupon becomes the sole shareholder of such domestic stock
insurance company and has all the rights, privileges, immunities and powers
and, except as otherwise provided herein, is subject to all of the duties
and liabilities to the extent provided by law of a shareholder of an
insurance company organized under the laws of this State.
(2) Certificates representing shares of the domestic insurance company
to be acquired prior to the plan of exchange becoming effective, except
certificates representing shares payment of the value of which is required
under Section 167, shall after the plan of exchange becomes effective,
represent (a) shares of the issued and outstanding capital stock or other
securities issued by the acquiring corporations and (b) the right, if any,
to receive cash or other consideration upon such terms as are specified in
the plan of exchange. However, the plan of exchange may specify that all
such certificates shall after the plan of exchange becomes effective
represent only the right to receive shares of stock or other securities
issued by the acquiring corporation, or cash or other consideration or any
combination thereof upon such terms as are specified in the plan of
exchange.
(Source: Laws 1967, p. 2406.)
|