§ 2-2-313 — Rights of shareholders, members, and patrons

Arkansas § 2-2-313

• Jurisdiction: Arkansas
• Title: 2

Text

(a) The merger or consolidation of an association under this subchapter shall constitute an assignment to the surviving or new association of all rights of any shareholder, member, or patron in the capital stock, patronage, or other interests in the association determined as of the effective date of the merger or consolidation. (b) The shareholder, member, or patron in a merger, consolidation, sale, lease, or exchange of all or substantially all the property and assets of an association under this subchapter shall not be entitled to have the fair value of his or her capital stock, patronage, or other interests appraised as may otherwise be required by the general corporation laws of this state if: (1) The surviving or new association in any merger or consolidation agrees to assume the obligations for the capital stock, patronage, or other interests of the merging or consolidating association, determined as of the effective date of the merger or consolidation, as may be provided under the bylaws or articles of association of the merging or consolidating association, or the association whose assets are sold or leased; or (2) The acquiring association in any purchase or lease of all or substantially all of the property and assets of a transferring association pays consideration to the transferring association in cash or equity of the acquiring association, or both, the face value of which is equal to or greater than the face value of the issued and outstanding equity of the transferring association held by its shareholders, members, or patrons, determined as of the effective date of the sale or lease of assets.

Legislative History

Acts 1981, No. 121, § 12; A.S.A. 1947, § 77-1038; Acts 1991, No. 436, § 1.