16-10a-1102. Share exchange. (1) A domestic corporation may acquire all of the outstanding shares of one or more classes or series of one or more domestic corporations if the board of directors of each corporation adopts a plan of share exchange and the shareholders of the corporation, if required by Section 16-10a-1103, approve the plan […]
16-10a-1103. Action on plan. (1) After adopting a plan of merger or share exchange, the board of directors of each corporation party to the merger, and the board of directors of each corporation whose shares will be acquired in the share exchange, shall submit the plan of merger to its shareholders for approval, except as […]
16-10a-1104. Merger of parent and subsidiary. (1) By complying with the provision of this section, a parent corporation owning at least 90% of the outstanding shares of each class of a subsidiary corporation may either merge the subsidiary into itself or merge itself into the subsidiary. (2) The board of directors of the parent shall […]
16-10a-1105. Articles of merger or share exchange. (1) After a plan of merger or share exchange is approved by the shareholders, or adopted by the board of directors if shareholder approval is not required, the surviving or acquiring corporation shall deliver to the division for filing articles of merger or share exchange setting forth: (a) […]
Effective 5/13/2014 16-10a-1106. Effect of merger or share exchange. (1) When a merger takes effect: (a) Every other corporation party to the merger merges into the surviving corporation and the separate existence of every corporation except the surviving corporation ceases. (b) The title to all real estate and other property owned by each corporation party […]
16-10a-1107. Merger or share exchange with foreign corporations. (1) A domestic corporation may merge with a foreign entity or enter into a share exchange with a foreign corporation if: (a) in a merger, the merger is permitted by the law of the state or country under whose law the foreign entity is incorporated or organized […]
