29-2301. Interest exchange authorized A. By complying with this article: 1. A domestic entity may acquire all of one or more classes, series or groups of interests of another domestic or foreign entity in exchange for interests, securities, obligations, rights to acquire interests or securities, cash or other property or any combination of the foregoing. […]
29-2302. Plan of interest exchange A. A domestic entity may be the acquired entity in an interest exchange under this article by approving a plan of interest exchange. The plan must be in a record and contain all of the following: 1. The name and type of the acquired entity. 2. The name, jurisdiction of […]
29-2303. Approval of interest exchange A. A plan of interest exchange is not effective unless it has been approved both: 1. By a domestic acquired entity: (a) In accordance with the requirements, if any, in its governing statute and organizational documents for approval of an interest exchange. (b) Except as otherwise provided in subsection D […]
29-2304. Amendment or abandonment of plan of interest exchange A. A plan of interest exchange of a domestic acquired entity may be amended either: 1. In the same manner as the plan was approved if the plan does not provide for the manner in which it may be amended. 2. By the governors or interest […]
29-2305. Statement of interest exchange; effective date A. A statement of interest exchange must be signed on behalf of a domestic acquired entity. The statement of interest exchange must be delivered for filing with the appropriate filing authority, if any, for the domestic acquired entity. B. A statement of interest exchange must contain each of […]
29-2306. Effect of interest exchange A. When an interest exchange becomes effective: 1. The interests in the acquired entity that are the subject of the interest exchange cease to exist or are converted or exchanged as provided in the plan of interest exchange and the interest holders of those interests are entitled only to the […]
29-2307. Ineffectiveness of interest exchange due to law of foreign jurisdiction A. If a statement of interest exchange is filed with the appropriate filing authority and the interest exchange is not authorized by the law of the relevant foreign jurisdiction as required by section 29-2301, subsection B, the interest exchange is ineffective. A statement of […]
