Requirements for Certificates of Division; Articles of Incorporation; Effective Date

  1. Law
  2. Georgia Code
  3. Insurance
  4. Domestic Stock and Mutual Insurers
  5. Division of Domestic Insurers
  6. Requirements for Certificates of Division; Articles of Incorporation; Effective Date

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  1. After a plan of division has been adopted and approved under Code Sections 33-14-122 and 33-14-123, an officer or duly authorized representative of the dividing insurer shall sign a certificate of division.
  2. The certificate of division shall set forth:
    1. The name of the dividing insurer;
    2. A statement disclosing whether the dividing insurer will survive the division;
    3. The name of each resulting insurer;
    4. The date on which the division is to be effective, which shall not be more than 90 days after the dividing insurer has filed the certificate of division with the Secretary of State;
    5. A statement that the division was approved by the dividing insurer in accordance with Code Section 33-14-122;
    6. A statement that the division was approved by the Commissioner in accordance with Code Section 33-14-123;
    7. A statement that the dividing insurer provided, not later than ten business days after the dividing insurer filed the plan of division with the Commissioner, reasonable notice to each insurer or reinsurer that is party to a reinsurance contract allocated in the plan of division;
    8. If the dividing insurer will survive the division, any amendment to its articles of incorporation approved as part of the plan of division;
    9. For each new insurer created by the division, its articles of incorporation, which need not state the name or address of an incorporator of a corporation; and
    10. A reasonable description of the capital, surplus, other property, and policies and other liabilities of the dividing insurer that are to be allocated to each resulting insurer.
  3. The articles of incorporation, if any, of each new insurer must satisfy the requirements of the laws of this state, but such articles need not be signed or include any provision that need not be included in a restatement of such articles.
  4. A certificate of division shall be effective when filed with the Secretary of State or on such other date specified in the plan of division, whichever is later; provided, however, that a certificate of division shall become effective not more than 90 days after it is filed with the Secretary of State. A division shall be effective when the relevant certificate of division becomes effective.

(Code 1981, §33-14-124, enacted by Ga. L. 2019, p. 474, § 1/SB 156.)


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