§ 491.103 — Procedure for consolidation

Iowa § 491.103

• Jurisdiction: Iowa
• Title XII: BUSINESS ENTITIES
• Ch. 491: CORPORATIONS FOR PECUNIARY PROFIT

Text

1. Any two or more corporations whether heretofore or hereafter organized may
consolidate into a new corporation in the manner provided in this section.
2. The board of directors of each corporation shall, by a resolution adopted by a majority
vote of the members of each such board, approve a plan of consolidation setting forth:
a. The names of the corporations proposing to consolidate, and the name of the new
corporation into which they propose to consolidate, which is hereinafter designated as the
new corporation.
b. The terms and conditions of the proposed consolidation.
c. The manner and basis of converting the shares of each corporation into shares, or other
securities, or obligations of the new corporation.
d. With respect to the new corporation, all of the statements required to be set forth in
articles of incorporation for corporations organized under this chapter.
e. Such other provisions with respect to the proposed consolidation as are deemed
necessary or desirable.

Legislative History

[C50, 54, 58, 62, 66, 71, 73, 75, 77, 79, 81, §491.103]