215 ILCS 5/166
2021 Illinois Compiled Statutes|Chapter 215 - INSURANCE|215 ILCS 5/ - Illinois Insurance Code.|Article X - Merger, Consolidation Or Plans Of Exchange

 (from Ch. 73, par. 778)Sec. 166.         Effect of  merger or consolidation.(1) If the surviving or new company is a domestic company, when such  merger or consolidation has been effected(a) the several companies parties to the agreement of merger or  consolidation shall be a single company, which, in the case of a merger,  shall be that company designated in the agreement of merger as the  surviving company, and in the case of a consolidation, shall be the new  company provided for in the agreement of consolidation;(b) the separate existence of all of the companies parties to the  agreement of merger or consolidation, except the surviving company in the  case of a merger, shall cease;(c) such surviving or new company shall have all of the rights,  privileges, immunities and powers and shall be subject to all of the duties  and liabilities granted or imposed by this Code;(d) such surviving or new company shall thereupon and thereafter possess  all the rights, privileges, immunities, powers and franchises of a public  as well as of a private nature, of each of the companies so merged or  consolidated; and all property, real, personal and mixed, and all debts due  on whatever account, including subscriptions to shares, assessments payable  from members or policyholders, and all other choses in action and all and  every other interest of, or belonging to or due to, each of the companies  so merged or consolidated shall be deemed to be transferred to and vested  in such surviving or new company without further act or deed; and the title  to any real estate, or any interest therein, under the laws of this State  vested in any of such companies shall not revert or be in any way impaired  by reason of such merger or consolidation;(e) such surviving or new company shall thenceforth be responsible and  liable for all the liabilities and obligations of each of the companies so  merged or consolidated; any claim existing or action or proceeding pending  by or against any of such companies may be prosecuted to judgment as if  such merger or consolidation had not taken place, or such surviving or new  company may be substituted in its place; neither the rights of creditors  nor any liens upon the property of any of such companies shall be impaired  by such merger or consolidation, but such liens shall be limited to the  property upon which they were liens immediately prior to the time of such  merger or consolidation, unless otherwise provided in the agreement of  merger or consolidation; and(f) in case of a merger, the articles of incorporation of the surviving  company shall be supplanted and superseded to the extent, if any, that any  provision or provisions of such articles shall be restated in the agreement  of merger as provided in section 158, and such articles of incorporation,  shall be deemed to be thereby and to that extent amended; in case of a  consolidation, the statements set forth in the agreement of consolidation  as provided in section 158 shall be deemed to be articles of incorporation  of the new company formed by such consolidation.(2) If the surviving or new company is a foreign or alien company, when  such merger or consolidation has become effective in this State(a) the effect of the merger or consolidation shall be determined by the  law of the state of incorporation or organization of such company;(b) the separate existence of all domestic companies parties to the plan  of merger or consolidation shall cease;(c) all property, real, personal, and mixed, and all debts due on  whatever account including subscriptions to shares, assessments payable  from members or policyholders and all other choses in action and all and  every other interest of or belonging to and due to each of the companies so  merged or consolidated shall be taken and deemed to be transferred to and  vested in such surviving or new company without further act or deed, and  the title to any real estate, or any interest therein, shall not revert or  be in any way impaired by reason of such merger or consolidation.(3) In the event of a merger or consolidation under this article, the  surviving company or the consolidated company shall be considered as having  the age of the oldest company which is a party to such merger or  consolidation for the purpose of complying with requirements of the laws  relating to age of company.    (Source: Laws 1937, p. 696.)