South Carolina § 33-31-1104 Articles of merger.

South Carolina Statutes

§ 33-31-1104 — Articles of merger.

South Carolina § 33-31-1104

Title 33CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS

Ch. 31SOUTH CAROLINA NONPROFIT CORPORATION ACT

This text of South Carolina § 33-31-1104 (Articles of merger.) is published on Counsel Stack Legal Research, covering South Carolina primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

S.C. Code Ann. § 33-31-1104 (2026).

Text

After a plan of merger is approved by the board of directors of each merging corporation and if required by Section 33-31-1103 by the members and any other persons, the surviving corporation shall deliver to the Secretary of State articles of merger setting forth:

(1)the plan of merger;

(2)if approval of members was not required, a statement to that effect and a statement that the plan was approved by a sufficient vote of the board of directors of each corporation;

(3)if approval by the members of one or more corporations was required:

(i)the designation, number of memberships outstanding, number of votes entitled to be cast by each class entitled to vote separately on the plan, and number of votes of each class indisputably voting on the plan; and (ii) either the total number of votes

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After a plan of merger is approved by the board of directors of each merging corporation and if required by Section 33-31-1103 by the members and any other persons, the surviving corporation shall deliver to the Secretary of State articles of merger setting forth: (1) the plan of merger; (2) if approval of members was not required, a statement to that effect and a statement that the plan was approved by a sufficient vote of the board of directors of each corporation; (3) if approval by the members of one or more corporations was required: (i) the designation, number of memberships outstanding, number of votes entitled to be cast by each class entitled to vote separately on the plan, and number of votes of each class indisputably voting on the plan; and (ii) either the total number of votes cast for and against the plan by each class entitled to vote separately on the plan or the total number of undisputed votes cast for the plan by each class and a statement that the number cast for the plan by each class was sufficient for approval by that class; (4) If approval of the plan by some person or persons other than the members of the board is required pursuant to Section 33-31-1103(a)(3), a statement that the approval was obtained; (5) Unless a delayed effective date is specified, a merger takes effect when the articles of merger are filed.