2007 Minnesota Code
Chapters 300 - 319B Corporations
Chapter 302A Business Corporations
Section 302A.601 MERGER, EXCHANGE, TRANSFER.
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
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