CHAPTER 10. Mergers [8010. - 8022.]

Chapter 10 added by Stats. 1978, Ch. 567.

§§ 8010–8022 · 16 sections

1. ARTICLE 1. Merger §§ 8010–8019.1 · 12 sections

   • § 8010 A mutual benefit corporation may merge with any domestic corporation, foreign corporation, foreign business corporation, or other business entity (Section…
   • § 8011 The board of each corporation that desires to merge shall approve an agreement of merger. The constituent corporations shall be parties to the agreement of…
   • § 8011.5 Each membership of the same class of any constituent corporation (other than the cancellation of memberships held by a surviving corporation or its parent or a…
   • § 8012 The principal terms of the merger shall be approved by the members (Section 5034) of each class of each constituent corporation and by each other person or…
   • § 8013 Each constituent corporation shall sign the agreement by the chairperson of its board, president or a vice president, and secretary or an assistant secretary…
   • § 8014 After approval of a merger by the board and any approval by the members (Section 5034) required by Section 8012, the surviving corporation shall file a copy of…
   • § 8015 (a) Any amendment to the agreement may be adopted and the agreement so amended may be approved by the board and, if it changes any of the principal terms of…
   • § 8016 The board may, in its discretion, abandon a merger, subject to the contractual rights, if any, of third parties, including other constituent corporations,…
   • § 8017 A copy of an agreement of merger certified on or after the effective date by an official having custody thereof has the same force in evidence as the original…
   • § 8018 (a) Subject to the provisions of Section 8010, the merger of any number of corporations with any number of foreign corporations, foreign business corporations…
   • § 8019 If an agreement of merger is entered into between a nonprofit corporation and a business corporation: (a) Sections 6011, 6012, 6014, and 6015 shall apply to…
   • § 8019.1 (a) Subject to the provisions of Section 8010, any one or more corporations may merge with one or more other business entities (Section 5063.5). One or more…
2. ARTICLE 2. Effect of Merger §§ 8020–8022 · 4 sections

   • § 8020 (a) Upon merger pursuant to this chapter the separate existences of the disappearing parties to the merger cease and the surviving party to the merger shall…
   • § 8020.5 (a) Upon merger pursuant to this chapter, a surviving domestic or foreign corporation or other business entity shall be deemed to have assumed the liability of…
   • § 8021 Whenever a domestic or foreign or foreign business corporation or other business entity (Section 5063.5) having any real property in this state merges with…
   • § 8022 Any bequest, devise, gift, grant, or promise contained in a will or other instrument of donation, subscription, or conveyance, which is made to a constituent…