Code of Alabama |
Match Context and Document information |
URL: | http://alisondb.legislature.state.al.us/alison/CodeOfAlabama /1975/10A-3-5.04.htm |
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Depth: | 0 singles |
Size: | 1,911 bytes |
Modified: | 2020-12-28 13:47:24 |
Categories: | -None- |
Title: | 10A-3-5.04 |
Description: | -None- |
Keywords: | -None- |
Meta data: | -None- |
Body: | Section 10A-3-5.04 Articles of merger or consolidation. (a) Upon the approval, articles of merger or articles of consolidation shall be executed for each nonprofit corporation by its president or a vice president, and by its secretary or an assistant secretary, and verified by one of the officers signing the articles, and shall set forth: (1) The plan of merger or the plan of consolidation; (2) If the members of any merging or consolidating nonprofit corporation are entitled to vote thereon, then as to each nonprofit corporation (i) a statement setting forth the date of the meeting of members at which the plan was adopted, that a quorum was present at the meeting, and that the plan received at least two-thirds of the votes entitled to be cast by members present or represented by proxy at the meeting, or (ii) a statement that the amendment was adopted by a consent in writing signed by all members entitled to vote with respect thereto; and (3) If any merging or consolidating nonprofit corporation has no members, or no members entitled to vote thereon, then as to each nonprofit corporation a statement of the fact, the date of the meeting of the board of directors at which the plan was adopted, and a statement of the fact that the plan received the vote of a majority of the directors in office. (b) The articles of merger or articles of consolidation shall be delivered to the Secretary of State for filing. (Acts 1984, No. 84-290, p. 502, §44; §10-3A-103; amended and renumbered by Act 2009-513, p. 967, §187; Act 2020-73, §10.) |