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Section 450.2701 – Merger of Domestic Corporations; Plan; Contents; Distributions.

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 […]

Section 450.2703a – Plan of Merger; Approval.

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 […]

Section 450.2706 – Merger of Domestic Corporation With Domestic or Foreign Corporation; Conditions; Consent; Execution of Certificate of Merger; Participation of Other Corporations.

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 […]

Section 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.

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, […]

Section 450.2713 – Subsidiary Corporation as Constituent Corporation in Merger; Approval of Shareholders or Members.

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 […]

Section 450.2724 – Merger Other Than Under MCL 450.2736a.

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 […]

Section 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.

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 […]

Section 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.

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 […]

Section 450.2741 – Abandonment of Merger; Procedure; Certificate of Abandonment.

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 […]

Section 450.2745 – Conversion of Domestic Corporation Into Business Organization; Requirements; Effect; Surviving Business Organization; Liability for Certain Obligation; Distributions; “Business Organization” and “Entity” Defined.

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 […]