Not later than ninety (90) days after the adoption of a plan to issue stock, the reorganized insurer or intermediate stock holding company adopting the plan must file with the commissioner an application that contains the following:
- (1) A proposed plan to issue stock.
- (2) The form of notice to be sent to members informing members of the member's right to vote on the plan.
- (3) The form of the proxy statement to be used to solicit the votes of members, which must include a description of the plan.
- (4) The form of proxy to be solicited from members.
- (5) If it is necessary to amend the current articles of incorporation or bylaws of a company that is affected by the plan, a copy of the proposed articles of amendment and amended bylaws of the company, which must comply with the requirements of IC 27-1-8 .
- (6) A list of the officers and directors of each company that is affected by the plan.
(7) A description of the following:
- (A) The stock intended to be offered by the applicant.
- (B) All shareholder rights applicable to the stock intended to be offered by the applicant.
- (C) The total number of shares authorized to be issued.
- (D) The estimated number of shares the applicant intends to offer.
- (E) The intended date or range of dates for the offering.
(8) A list of the following:
- (A) The name or names of any underwriter, syndicate member, or placement agent involved.
- (B) If known by the applicant, the name or names of each person or group of persons who will control five percent (5%) or more of the total outstanding shares of the class of stock to be offered.
- (C) If any of the persons listed under clause (A) or (B) is a corporation or other business entity, the name of each member of its board of directors or equivalent management body.
- (9) Copies of any filings that have been made, if applicable, with the United States Securities and Exchange Commission.
- (10) A description of all expenses expected to be incurred in connection with the plan to issue stock.
- (11) Any other information requested by the commissioner.
As added by P.L.226-2023, SEC.30.