IC 27-15-13
    Chapter 13. Initial Limits on Ownership of Shares

IC 27-15-13-1
Acquisition of beneficial ownership; limitations
    Sec. 1. (a) Except as specifically provided in a plan of conversion,for five (5) years following the effective date of the conversion noperson or persons acting in concert (other than the former mutual,any parent company, or any employee benefit plans or trustssponsored by the former mutual or a parent company) shall directlyor indirectly acquire, or agree or offer to acquire, in any manner thebeneficial ownership of five percent (5%) or more of the outstandingshares of any class of a voting security of the former mutual or anyparent company without the prior approval by the commissioner ofa statement filed by that person with the commissioner.
    (b) The statement described in subsection (a) must contain theinformation required by IC 27-1-23-2(b) and any other informationrequired by the commissioner.
As added by P.L.94-1999, SEC.3.

IC 27-15-13-2
Acquisition of beneficial ownership; factors for approvalprocedure
    Sec. 2. (a) The commissioner may not approve an acquisitionunder section 1(a) of this chapter unless the commissioner finds that:
        (1) the requirements of IC 27-1-23-2(e) will be satisfied;
        (2) the acquisition will not frustrate the plan of conversion orthe amendment to the articles of incorporation as approved bythe members and the commissioner;
        (3) the boards of directors of the former mutual and any parentcompany have approved the acquisition; and
        (4) the acquisition would be in the best interest of the presentand future policyholders of the former mutual without regard toany interest of policyholders as shareholders of the formermutual or any parent company.
    (b) The commissioner shall adopt rules under IC 4-22-2 toestablish a procedure under which an institutional investor that is notaffiliated with the former mutual or a parent company may beconsidered to have been approved by the commissioner under thissection to acquire beneficial ownership of at least five percent (5%)or less than ten percent (10%) of the outstanding shares of any classof a voting security of the former mutual or any parent companyupon the filing with the commissioner of:
        (1) a certificate executed by appropriate officers of the formermutual and any parent company certifying that:
            (A) the acquisition has been approved by the boards ofdirectors of the former mutual and any parent company; and
            (B) the institutional investor is not an affiliate of the formermutual or any parent company; and
        (2) a certificate executed by appropriate officers of the

institutional investor:
            (A) certifying that the institutional investor will acquire theshares in the ordinary course of its business and not with thepurpose nor with the effect of changing or influencing thecontrol, management, or policies of the former mutual or theparent company;
            (B) certifying that the institutional investor is not an affiliateof the former mutual or any parent company; and
            (C) undertaking to notify the commissioner and the formermutual and any parent company in writing not less thantwenty (20) business days before any change in the matterscertified.
The commissioner may require the filing of any other information thecommissioner considers necessary and may provide in the rules forremedies or consequences upon receipt of a notice under subdivision(2)(C), including divestiture and denial of voting rights.
As added by P.L.94-1999, SEC.3.

IC 27-15-13-3
Voting of securities subject to acquisition
    Sec. 3. A security that is:
        (1) the subject of any agreement or arrangement regardingacquisition; or
        (2) held, acquired, or is to be acquired;
in contravention of this chapter or of an order of the commissioner,may not be voted at any shareholders' meeting. Any action ofshareholders requiring the affirmative vote of a percentage of sharesmay be taken as though the securities were not issued andoutstanding. However, no action taken at a meeting shall beinvalidated by the voting of those securities unless the action wouldmaterially affect control of the former mutual or a person that ownsor controls a majority or all of the voting securities of the formermutual or unless the courts of this state have so ordered.
As added by P.L.94-1999, SEC.3.

IC 27-15-13-4
Supplemental nature of provisions
    Sec. 4. The requirements of this chapter are in addition to anyother filings or approvals required by IC 27-1-23 or otherwise bylaw.
As added by P.L.94-1999, SEC.3.