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Minnesota Legislature

Office of the Revisor of Statutes

49.35 CONSOLIDATION OR MERGER AGREEMENT.
The respective boards of directors of the consolidating or merging corporations may, by the
majority vote of all of the members of each board, make or authorize to be made between the
corporations a written agreement, in duplicate, for the consolidation or merger of the corporations.
The agreement shall specify each corporation to be a party to the transaction, and shall prescribe
the terms and conditions thereof; the mode of carrying it into effect; the authorized capital stock of
the consolidated or surviving corporation; the name of the consolidated or surviving corporation,
which may be the name, in whole or in part, of any corporation which is a party to the agreement,
and shall specify the city in which it shall have its principal place of business. It shall name the
persons who shall constitute the board of directors of the consolidated or surviving corporation,
but the number and qualifications of these persons shall be in accordance with the statutes relating
to the number and qualifications of directors of that class of corporation.
History: (7699-6) 1925 c 156 s 2; 1973 c 123 art 5 s 7; 1989 c 166 s 10; 1993 c 257 s 26