2006 Minnesota Statutes
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Chapter 302A
Section 302A.601
Recent History
- 2006 Subd. 1 Amended 2006 c 250 art 1 s 31
- 2006 Subd. 2 Amended 2006 c 250 art 1 s 32
- 1997 Subd. 4 Amended 1997 c 10 art 3 s 6
This is an historical version of this statute chapter. Also view the most recent published version.
302A.601 MERGER, EXCHANGE, TRANSFER.
Subdivision 1. Merger. A corporation may merge with one or more domestic or foreign
corporations, resulting in a single domestic or foreign corporation, with or without a business
purpose, pursuant to a plan of merger approved in the manner provided in sections 302A.611 to
302A.651.
Subd. 2. Exchange. A corporation may acquire all of the outstanding shares of one or
more classes or series of another domestic or foreign corporation pursuant to a plan of exchange
approved in the manner provided in sections 302A.611 to 302A.615, and 302A.631 to 302A.651.
Subd. 3. Transfer. A corporation may sell, lease, transfer, or otherwise dispose of all or
substantially all of its property and assets in the manner provided in section 302A.661.
Subd. 4. Merger or exchange with a limited liability company. A corporation may
participate in a merger or exchange with a limited liability company. The dissenters' rights for
shareholders of a corporation are governed by this chapter.
History: 1981 c 270 s 89; 1987 c 203 s 4; 1992 c 517 art 1 s 16; 1997 c 10 art 3 s 6; 2006
c 250 art 1 s 31,32
Subdivision 1. Merger. A corporation may merge with one or more domestic or foreign
corporations, resulting in a single domestic or foreign corporation, with or without a business
purpose, pursuant to a plan of merger approved in the manner provided in sections 302A.611 to
302A.651.
Subd. 2. Exchange. A corporation may acquire all of the outstanding shares of one or
more classes or series of another domestic or foreign corporation pursuant to a plan of exchange
approved in the manner provided in sections 302A.611 to 302A.615, and 302A.631 to 302A.651.
Subd. 3. Transfer. A corporation may sell, lease, transfer, or otherwise dispose of all or
substantially all of its property and assets in the manner provided in section 302A.661.
Subd. 4. Merger or exchange with a limited liability company. A corporation may
participate in a merger or exchange with a limited liability company. The dissenters' rights for
shareholders of a corporation are governed by this chapter.
History: 1981 c 270 s 89; 1987 c 203 s 4; 1992 c 517 art 1 s 16; 1997 c 10 art 3 s 6; 2006
c 250 art 1 s 31,32
Official Publication of the State of Minnesota
Revisor of Statutes