Texas Business Organizations Code

§ 10.001 — ADOPTION OF PLAN OF MERGER

BO § 10.001Title 1. GENERAL PROVISIONS · Ch. 10. MERGERS, INTEREST EXCHANGES, CONVERSIONS, AND SALES OF ASSETS · Art. A. MERGERS

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(a)A domestic entity may effect a merger by complying with the applicable provisions of this code. A merger must be set forth in a plan of merger.

(b)To effect a merger, each domestic entity that is a party to the merger must act on and approve the plan of merger in the manner prescribed by this code for the approval of mergers by the domestic entity.

(c)A domestic entity subject to dissenters' rights must provide the notice required by Section 10.355.

(d)If one or more non-code organizations is a party to the merger or is to be created by the plan of merger:

(1)to effect the merger each non-code organization must take all action required by this code and its governing documents;

(2)the merger must be permitted by:

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Legislative history

Acts 2015, 84th Leg., R.S., Ch. 32 (S.B. 860), Sec. 5, eff. September 1, 2015.