12, 13, or 14 of the Insurance Code. Article3.69 expressesthe samebasic legislativeintentand ef- fects the same result as Article 2.18, insofaras Chapter3 insurance companiesare concerned. This IS especiallyemphasizedby the close identityof languageof the two articles,both of which are enacted in 1955 as part of S.B. 12. Furthermore, Article3.69 appliesto "in- surancecompaniesorganizedor operatingunder this Chapter3", By Y adding in Article3.69 the term "operating", which does not appear in Article 2.18, the Legislatureevidencedand emphasizedits intentthat a foreigoChapter3 insurancecompanywould fall within the purview of Article3.69 so that the generalcorporatelaws would apply and gov- ern when not inconsistentwith the InsuranceCode.
Having concludedthat foreigninsurancecompaniescan fall within the purviewof Articles 2.18 and 3.69, it remainsthen to de- terminewhetherthe Business CorporationAct appliesto foreignas it does to domesticinsurancecorporations.We recognizethat the pro- viso to the generalexclusorylanguagein Articleg.lkA,T.B.C.A.,uses the term "hereafterorganized"and that at first blush this would seem to limit the provisoto domesticcorporations.Nevertheless, there are other circumstancesthat dictatea differentresult.
Basically,it is a questionof whethera foreigninsurance corporationis goingto be treated in the same mannerand subjectto the same limitationsand affordedthe same rightsand powers as a do- mestic insurancecorporationsimilarlysituated. There is nothing in Article 2.18 or Article 3.69 of the InsuranceCode nor in S.B. 12 which would evidencea legislativeintentor justifya construction which would result.ina differentstandardbeing appliedto foreigncorpora- tions than domestic. Likewise,Article21.43 of the InsuranceCode evidencesthe legislativeintent that foreignand domesticcorporations should standon the same footingand be governedby the same laws. Article 1532,V.C.S.,and Article 8.02,T.B.C.A.,likewiseprovidethat foreigncorporations which obtaina certificateof authoritypursuant to eitherArticle1529, V.C.S., or Chapter8, T.B.C.A.,shall stand on the same footingand shall have the same rightsand responsibilities as a domesticcorporation. (Fundamentally, of course,the powers of a foreigncorporationare furtherlimitedby their charterprovisions and by the law of the jurisdictionin which they are incorporated. 17 FletcherCyclopediaof Corporations, para. 8317, p. 80, et seq.) These statutesrelateto the same subjectmatter and are in pari mate- ria and shouldthereforebe construedtogether. 82 C.J.S. 801, Stats., para. 366. Construingthese statutesin that manner,a legislative intent is manifestthat a forelm insurancecorporationcomingwithin the purviewof Articles2.18 or 3.69 of the InsuranceCode is limited Hon. William A. Harrison,page 7 (WW-490)
by the same body of laws as would a domesticinsurancecorporation similarlysituated. Althougha foreign corporationdoes not obtain its certificateof authorityunder Title 32, V.C.S.,or under the Business CorporationAct so that it would fall squarelywithinthe purviewof Article 8.02, T.B.C.A.,or Article 1532, V.C.S.,there is at least one case which would effectthe same result in the absenceof any statute. In the opinionof Lytlev. Custead,23 S.W. 45 (Tex.Civ.App. 1893), the Court stated:
"Then therewas no law regulatingforeigncorporations in Texas at the time the accountwas nade, and, such being the case, the SierraBlancaMining and SmeltingCompanybe- ing regularlyincorporated under the laws of a sister state, the comityexistingbetween sovereignstateswould place the corporationon an equal footingwith those of this state." ~Emphasissupplied.)
Thus, as to such a foreigo corporationadmittedto Texas after the effectivedate of the BusinessCorporationAct, the BusinessCorpo- ration Act would supplementthe InsuranceCode provisions;and as to such a forei@ corporationadmittedto Texas p&~r to the effective date of the BusinessCorporationAct, the generalcorporatelaws found in Title 32, V.C.S.,and elsewherewould supplementthe InsuranceCode.
Thus far, we have not commentedon the applicabilityof the BusinessCorporation