South Dakota § 47-1A-1105 Merger between parent and subsidiary or between subsidiaries.

South Dakota Statutes

§ 47-1A-1105 — Merger between parent and subsidiary or between subsidiaries.

South Dakota·Title 47 CORPORATIONS·Ch. 47-1 SOUTH DAKOTA BUSINESS CORPORATION ACT

A domestic parent corporation that owns shares of a domestic or foreign subsidiary corporation that carry at least ninety percent of the voting power of each class and series of the outstanding shares of the subsidiary that have voting power may merge the subsidiary into itself or into another such subsidiary, or merge itself into the subsidiary, without the approval of the board of directors or shareholders of the subsidiary, unless the articles of incorporation of any of the corporations otherwise provide, and unless, in the case of a foreign subsidiary, approval by the subsidiary's board of directors or shareholders is required by the laws under which the subsidiary is organized.

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A domestic parent corporation that owns shares of a domestic or foreign subsidiary corporation that carry at least ninety percent of the voting power of each class and series of the outstanding shares of the subsidiary that have voting power may merge the subsidiary into itself or into another such subsidiary, or merge itself into the subsidiary, without the approval of the board of directors or shareholders of the subsidiary, unless the articles of incorporation of any of the corporations otherwise provide, and unless, in the case of a foreign subsidiary, approval by the subsidiary's board of directors or shareholders is required by the laws under which the subsidiary is organized.

South Dakota § 47-1A-1105 (Merger between parent and subsidiary or between subsidiaries.) — published by Counsel Stack Legal Research, free access to 12M+ legal documents.