490.1105  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 secretary of state for filing articles of merger or share exchange setting forth all of the following:

a.  The plan of merger or share exchange.

b.  If shareholder approval was not required, a statement to that effect.

c.  If approval of the shareholders of one or more corporations party to the merger or share exchange was required, both of the following:

(1)  The designation, number of outstanding shares, and number of votes entitled to be cast by each voting group entitled to vote separately on the plan as to each corporation.

(2)  Either the total number of votes cast for and against the plan by each voting group entitled to vote separately on the plan or the total number of undisputed votes cast for the plan separately by each voting group and a statement that the number cast for the plan by each voting group was sufficient for approval by that voting group.

2.  A merger or share exchange takes effect upon the effective date of the articles of merger or share exchange.

Section History: Recent form

  89 Acts, ch 288, §125

Internal References

  Referred to in § 490.1107, 499.69A


Previous Section 490.1104

Next Section 490.1106


Return To Home index


© 2001 Cornell College and League of Women Voters of Iowa


Comments about this site or page? webmaster@legis.iowa.gov.
Please remember that the person listed above does not vote on bills. Direct all comments concerning legislation to State Legislators.

Last update: Mon Jan 22 17:13:42 CST 2001
URL: /DOCS/IACODE/2001/490/1105.html
jhf