TITLE 30

CORPORATIONS

CHAPTER 22

ENTITY TRANSACTIONS

PART 1

GENERAL PROVISIONS

30-22-103.  RELATIONSHIP OF CHAPTER TO OTHER LAWS. (a) This chapter does not authorize an act prohibited by, and does not affect the application or requirements of, law other than this chapter.

(b)  A transaction effected under this chapter may not create or impair any right or obligation on the part of a person under the statutory law of this state relating to a change in control, takeover, business combination, control-share acquisition, or similar transaction involving a domestic merging, acquired, converting, or domesticating business corporation unless:

(1)  If the corporation does not survive the transaction, the transaction satisfies any requirements of the law; or

(2)  If the corporation survives the transaction, the approval of the plan is by a vote of the shareholders or directors which would be sufficient to create or impair the right, duty or obligation directly under the law.

History:

[30-22-103, added 2015, ch. 243, sec. 17, p. 788.]