450.2701 Merger of domestic corporations; plan; contents; distributions. Sec. 701. (1) Two or more domestic corporations may merge into 1 of the corporations pursuant to a plan of merger approved in the manner provided in this act. (2) The board of each corporation that proposes to participate in a merger shall adopt a plan of […]
450.2703 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015 Compiler’s Notes: The repealed section pertained to approval or authorization of plan of merger or consolidation.
450.2703a Plan of merger; approval. Sec. 703a. (1) Except as provided in subsection (2)(e) and (f), a plan of merger adopted by the board of each constituent corporation that is organized on a stock or membership basis shall, except as provided in subsection (2)(e) and (f), be submitted for approval at a meeting of the […]
450.2706 Merger of domestic corporation with domestic or foreign corporation; conditions; consent; execution of certificate of merger; participation of other corporations. Sec. 706. (1) If a domestic corporation has not commenced business, has not issued any shares or memberships, and has not elected a board, the corporation may merge with any domestic or foreign corporation […]
450.2707 Certificate of merger; signing and filing; contents; determining effectiveness. Sec. 707. (1) After a plan of merger is approved under this act, each constituent corporation shall sign and file a certificate of merger on behalf of that corporation. The certificate shall set forth all of the following: (a) The statements required under section 701(2)(a), […]
450.2711 Merger of domestic corporation with subsidiary corporation; approval of plan of merger; mailing copy of plan to minority shareholder or member of record; other provisions; definitions. Sec. 711. (1) A domestic corporation may merge 1 or more subsidiary corporations into itself, or may merge itself, or itself and any 1 or more subsidiary corporations, […]
450.2712 Certificate of merger; execution and filing of certificate of merger by parent company; determination of effective date. Sec. 712. (1) After a plan of merger is adopted under section 711, the parent corporation shall execute and file a certificate of merger that sets forth all of the following: (a) The statements required under section […]
450.2713 Subsidiary corporation as constituent corporation in merger; approval of shareholders or members. Sec. 713. (1) A subsidiary corporation that is a constituent corporation in a merger under section 711 shall obtain the approval of its shareholders or members in accordance with the applicable provisions of section 703a. (2) A parent corporation shall obtain approval […]
450.2721 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015. Compiler’s Notes: The repealed section pertained to effect of merger or consolidation.
450.2722 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015. Compiler’s Notes: The repealed section pertained to rights, privileges, liabilities, and obligations of surviving or new corporation.
450.2723 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015. Compiler’s Notes: The repealed section pertained to changes in articles stated in plan of merger.
450.2724 Merger other than under MCL 450.2736a. Sec. 724. All of the following apply when a merger, other than a merger under section 736a, takes effect: (a) Every other corporation that is a party to the merger merges into the surviving corporation and the separate existence of every corporation that is a party to the […]
450.2731 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015. Compiler’s Notes: The repealed section pertained to merger or consolidation of foreign and domestic corporations.
450.2732 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015. Compiler’s Notes: The repealed section pertained to effect of merger or consolidation authorized by MCL 450.2731.
450.2735 Merger of domestic business corporation, foreign corporation, or foreign business corporation with domestic corporation; surviving corporation; compliance; liability for enforcement of obligation; acquisition of shares or memberships through voluntary exchange; distributions. Sec. 735. (1) One or more domestic business corporations, foreign corporations, or foreign business corporations may merge with 1 or more domestic corporations […]
450.2736 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015. Compiler’s Notes: The repealed section pertained to merger or consolidation of domestic corporations and domestic or foreign business corporations.
450.2736a Merger of domestic corporations with business organizations; requirements; merger of domestic corporation with domestic or foreign entity; consent; executing and filing certificate of merger; contents; effect of merger; surviving entity; liability for enforcement of obligation; distributions; applicability of MCL 450.2735; definitions. Sec. 736a. (1) Except as provided in subsection (2) and subject to subsection […]
450.2737 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015. Compiler’s Notes: The repealed section pertained to effect of merger or consolidation where surviving or new corporation is domestic corporation, domestic business corporation, or foreign business corporation.
450.2741 Abandonment of merger; procedure; certificate of abandonment. Sec. 741. At any time before the effective date of the certificate of merger, subject to any contractual rights, a corporation may abandon a merger without further shareholder or member action, under a procedure set forth in the plan of merger or, if the plan of merger […]
450.2745 Conversion of domestic corporation into business organization; requirements; effect; surviving business organization; liability for certain obligation; distributions; “business organization” and “entity” defined. Sec. 745. (1) A domestic corporation may convert into a business organization if all of the following requirements are satisfied: (a) The conversion is permitted under the law that will govern the […]