§ 7106. Merger or consolidation between domestic and foreign
companies; certificate of approval. (a) In case of a merger or
consolidation between a domestic and a foreign company, the agreement of
merger or consolidation shall be executed by the proper officers of said
foreign company when they are duly authorized thereto by such action on
the part of the directors, shareholders or members of said foreign
company as may be required by the laws of the state where the same is
incorporated; and if required by such laws, said agreement of merger or
consolidation shall be submitted to the superintendent or other
insurance supervisory official of the state in which such foreign
company is incorporated and no such merger or consolidation shall take
effect until it shall have been approved by the superintendent of this
state, and, if required as aforesaid, by such insurance official of the
state where said foreign company is incorporated, as evidenced by a
certificate of his approval, filed in the office of the superintendent
of this state.

(b) No such merger or consolidation between a domestic and foreign
company shall take effect, unless and until the surviving or
consolidated company, if such company is a foreign company, shall file
with the superintendent of this state a power of attorney in compliance
with section one thousand two hundred twelve of this chapter.