Iowa § 491.105 Approval by shareholders

Iowa Statutes

§ 491.105 — Approval by shareholders

Iowa § 491.105

Title XIIBUSINESS ENTITIES

Ch. 491CORPORATIONS FOR PECUNIARY PROFIT

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Bluebook

Iowa Code § 491.105 (2026).

Text

At each such meeting, a vote of the shareholders entitled to vote thereat shall be taken
on the proposed plan of merger or consolidation. The plan of merger or consolidation shall
be approved upon receiving the affirmative vote of the holders of at least two-thirds of the

outstanding shares entitled to vote at such meeting, of each of such corporations, unless any
class of shares of any such corporations is entitled to vote as a class in respect thereof in
which event, as to such corporation, the plan of merger or consolidation shall be approved
upon receiving the affirmative vote of the holders of at least a majority of the outstanding
shares of each such class of shares entitled to vote as a class in respect thereof and two-thirds
of the total outstanding shares entitled to vote at such

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At each such meeting, a vote of the shareholders entitled to vote thereat shall be taken
on the proposed plan of merger or consolidation. The plan of merger or consolidation shall
be approved upon receiving the affirmative vote of the holders of at least two-thirds of the

outstanding shares entitled to vote at such meeting, of each of such corporations, unless any
class of shares of any such corporations is entitled to vote as a class in respect thereof in
which event, as to such corporation, the plan of merger or consolidation shall be approved
upon receiving the affirmative vote of the holders of at least a majority of the outstanding
shares of each such class of shares entitled to vote as a class in respect thereof and two-thirds
of the total outstanding shares entitled to vote at such meeting. Any class of shares of any
such corporation shall be entitled to vote as a class if the plan of merger or consolidation,
as the case may be, contains any provision which, if contained in a proposed amendment to
articles of incorporation, would entitle such class of shares to vote as a class.