Procedure for Amendments to Articles of Incorporation of Health Maintenance Organization

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Amendments to those Articles of Incorporation of a Louisiana domiciled insurer are prepared and recorded in compliance with the provisions of La. R.S. 22:243.

Once the Amendments are properly prepared, the document must be submitted to the Louisiana Department of Insurance (LDI) for approval. The LDI encourages review and discussion of the proposed Articles of Incorporation prior to the official and final submission for approval. The documents submitted to the LDI for final approval must be executed by such person(s) authorized to do so by the shareholders.

The submission must include all of the following:

• An authentic act setting forth the amendment(s)
• A copy of the minutes of the meeting of the shareholder at which the proposed amendments were adopted. These minutes must be certified by the secretary of the corporation.
• If the amendment is a change in parish of domicile or the name of the insurer, the original Certificate of Authority issued by the LDI must be returned.

If the LDI finds the amendments are compliant with the applicable laws, the document will be approved for recordation and returned to the submitter for recordation in the Office of the Louisiana Secretary of State and the recorder of mortgages in the parish of domicile

Once the document is recorded in the Office of the Louisiana Secretary of State, the filer must obtain two copies of the document certified by that office and the recorder of mortgages in the parish of domicile and submit such documents to the LDI along with a fee of $25. The LDI will then record the amendments.

If the Article Amendment requires a change to the Certificate of Authority (such as a change of name), the company must return the original Certificate of Authority or an Affidavit of Loss of Original Certificate of Authority.