Colorado § 7-90-203 Merger of entities

Colorado Statutes

§ 7-90-203 — Merger of entities

Colorado·Title 07 Corporations·Art. Colorado Corporations and Associations Act

(1)One or more domestic entities may merge into a domestic entity of a form the same as or different from any of the merging entities pursuant to a plan of merger complying with section 7-90-203.3 and approved pursuant to section 7-90-203.4.

(2)One or more domestic entities may merge into a foreign entity of a form the same as or different from that of any of the merging entities, or one or more foreign entities may merge into a domestic entity of a form the same as or different from that of any of the merging entities, pursuant to a plan of merger complying with section 7-90-203.3 and approved, in the case of a domestic entity, pursuant to section 7-90-203.4, if:

(a)The merger is not prohibited by the constituent documents or organic statutes of each foreign entity;

(b)Eac

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(1) One or more domestic entities may merge
into a domestic entity of a form the same as or different from any of the merging
entities pursuant to a plan of merger complying with section 7-90-203.3 and
approved pursuant to section 7-90-203.4.

(2) One or more domestic entities may merge into a foreign entity of a form
the same as or different from that of any of the merging entities, or one or more
foreign entities may merge into a domestic entity of a form the same as or different
from that of any of the merging entities, pursuant to a plan of merger complying
with section 7-90-203.3 and approved, in the case of a domestic entity, pursuant to
section 7-90-203.4, if:

(a) The merger is not prohibited by the constituent documents or organic
statutes of each foreign entity;

(b) Each foreign entity complies with all of the requirements, if any, of its
constituent documents and organic statutes in effecting the merger; and

(c) Any foreign entity that is the surviving entity of the merger complies with
section 7-90-204.5.

(3) to (7) (Deleted by amendment, L. 2007, p. 235, � 23, effective May 29,
2007.)

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Legislative History

Source: L. 2000: Entire part R&RE, p. 968, � 46, effective July 1. L. 2002: IP(5) amended, p. 1838, � 89, effective July 1; IP(5) amended, p. 1702, � 87, effective October 1. L. 2003: (1), (2), (3), (4)(c)(II), (5), and (6) amended and (4)(c)(III) and (4)(c)(IV) added, p. 2286, � 196, effective July 1, 2004. L. 2004: (2), (3)(a), (3)(b), (4)(c), (5), and (6) amended and (3)(f) added, p. 1472, � 205, effective July 1. L. 2005: (5)(c) amended, p. 1206, � 6, effective October 1. L. 2006: (3)(a), (3)(b), (4)(b), (4)(c)(II)(B), (4)(c)(II)(D), and (5) amended, p. 868, � 44, effective July 1. L. 2007: Entire section amended, p. 235, � 23, effective May 29. L. 2019: (1) and (2) amended, (SB 19-086), ch. 166, p. 1914, � 7, effective July 1, 2020.