2005 Idaho Code - 41-3406 — INCORPORATION -- LAWS APPLICABLE -- APPROVAL OF ARTICLES OF INCORPORATION -- AMENDMENT

                                  TITLE  41
                                  INSURANCE
                                  CHAPTER 34
                      HOSPITAL AND PROFESSIONAL SERVICE
                                 CORPORATIONS
    41-3406.  INCORPORATION -- LAWS APPLICABLE -- APPROVAL OF ARTICLES OF
INCORPORATION -- AMENDMENT. (1) A service corporation shall be formed as a
nonprofit, nonstock professional service corporation consistent with the
applicable requirements of this chapter under the statutes of Idaho governing
the formation of nonprofit, nonstock corporations in general. The articles of
incorporation shall specify the category or categories of participant licensee
services to be provided by a professional service corporation; provided
however, after December 31, 1994, no service corporation, whether a
professional service corporation or a combined hospital and professional
service corporation, shall be formed that provides in its articles of
incorporation for physicians or surgeons as participant licensees, nor shall
any existing service corporation of any kind thereafter amend its articles to
provide for physicians or surgeons as participant licensees.
    (2)  Before the articles of incorporation of any such proposed corporation
hereafter formed are filed with the secretary of state, they shall be
submitted to the director, and the secretary of state shall not file the
articles unless the director's approval is indorsed thereon. The director
shall so approve the articles unless he finds, after reference of such
articles to the attorney general, that they do not comply with law. If not so
approved, the director shall return the proposed articles of incorporation to
the incorporators together with his written statement of the particulars of
the reasons for nonapproval.
    (3)  No amendment of the articles of incorporation of any service
corporation shall be filed with the secretary of state unless it is first
submitted to and approved by the director, and bears the director's approval
indorsed thereon. The director shall so approve the amendment unless he finds,
after reference of such amendment to the attorney general, that it was not
lawfully adopted or that the articles of incorporation as so amended would be
unlawful. If not so approved, the director shall return the proposed amendment
to the corporation together with his written statement of the particulars of
the reasons for nonapproval.
    (4)  Such a service corporation heretofore or hereafter formed or
converted to a nonprofit mutual insurer pursuant to statute, if within its
corporate powers as stated in its articles of incorporation, may also operate
as a health maintenance organization and exercise all of the powers and
fulfill all applicable requirements under house bill 394, second regular
session, forty-second Idaho legislature. If the corporation is to operate
concurrently as both a service corporation and a health maintenance
organization, its health maintenance organization operations may be conducted
through a separate division or department, which division or department shall
operate and be treated as a separate entity for the purpose of such laws.