Sec. 6. (a) Subject to the approval of the department, a corporation may purchase all or substantially all of the assets of one (1) or more other corporations that are organized or reorganized under the laws of any state (as defined in IC 28-2-17-19 ) or the United States. (b) After the board of directors of a corporation agrees to purchase all or substantially all of the assets of one (1) or more corporations, the board resolution approving the purchase and an application in the form prescribed by the director of the department must be submitted for approval by the department. (c) Subject to any approvals required under federal law, the department, in its discretion, may approve or disapprove an application and a board resolution submitted under subsection (b). In deciding whether to approve or disapprove the board resolution and application, the department shall consider the following factors: (1) Whether the institutions subject to the proposed transaction are operated in a safe, sound, and prudent manner. (2) Whether the financial condition of any institution subject to the proposed transaction will jeopardize the financial stability of any other institutions subject to the proposed transaction. (3) Whether the proposed transaction under this chapter will result in an institution that has inadequate capital, unsatisfactory management, or poor earnings prospects. (4) Whether the management or other principals of the institution that will result from the proposed transaction under this chapter are qualified by character and financial responsibility to control and operate in a legal and proper manner the resulting institution. (5) Whether the public convenience and advantage will be served by the resulting institution after the proposed transaction. (6) Whether the institutions subject to the proposed transaction under this chapter furnish all of the information the department requires in reaching the department's decision. (7) If deposits are to be transferred as part of the proposed transaction, whether the resulting institution will maintain adequate federal deposit insurance or such other deposit insurance as approved by the director. (d) The approval of the department of the purchase of all or substantially all of the assets of one (1) or more corporations is not required under this section if the resulting corporation is a corporation organized or reorganized under the laws of: (1) a state (as defined in IC 28-2-17-19 ) other than Indiana; or (2) the United States. IC 28-1-9 Chapter 9. Voluntary Dissolution of Banks, Trust Companies, and Building and Loan Associations 28-1-9-1 Surrender of corporate rights before commencement of business; certificate of incorporators 28-1-9-2 Authority to liquidate and dissolve; resolution; submission to shareholders; vote required 28-1-9-3 Examinations; departmental approval of liquidation 28-1-9-4 Restrictions on dividends and business pending payment of debts and liabilities 28-1-9-5 Liquidating agent; appointment; powers 28-1-9-6 Liquidating agent; authority 28-1-9-7 Trust and fiduciary property; disposition 28-1-9-8 Petition of liquidating agent; statement of debts and liabilities; recommendations as to claims; suspension of creditor's right of action on claims 28-1-9-9 Notice to creditors 28-1-9-10 Creditor's petition asserting claim; priority or opposition to other claims; failure to appear; effect of liquidating agent's failure to petition 28-1-9-11 Unclaimed distributive portions 28-1-9-12 Authority to borrow 28-1-9-13 Articles of dissolution; execution and filing; contents 28-1-9-14 Articles of dissolution; presentation to department and to secretary of state 28-1-9-15 Articles of dissolution; approval by department 28-1-9-16 Certificate of incorporators or articles of dissolution; approval by secretary of state; filing; certificate of dissolution 28-1-9-17 Certificate of incorporators or articles of dissolution; recording 28-1-9-18 Termination of corporate existence; existing liabilities 28-1-9-19 Expired corporations; continuation for purposes of liquidation 28-1-9-20 Pending liquidations; acceptance of chapter
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