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2019 New Hampshire Revised Statutes
Title XXVII - Corporations, Associations, and Proprietors of Common Lands
Chapter 293-A - New Hampshire Business Corporation Act
Section 293-A:12.01 - Disposition of Assets Not Requiring Shareholder Approval.
Universal Citation: NH Rev Stat § 293-A:12.01 (2019)
293-A:12.01 Disposition of Assets Not Requiring Shareholder Approval. –
(a) No approval of the shareholders of a corporation is required, unless the articles of incorporation otherwise provide, for a corporation, upon the terms and conditions and for the consideration determined by the board of directors:
(1) to sell, lease, exchange, or otherwise dispose of any or all of the corporation's assets in the usual and regular course of business;
(2) to mortgage, pledge, dedicate to the repayment of indebtedness (whether with or without recourse), or otherwise encumber any or all of the corporation's assets, whether or not in the usual and regular course of business;
(3) to transfer any or all of the corporation's assets to one or more corporations or other entities all of the shares or interests of which are owned by the corporation; or
(4) to distribute assets pro rata to the holders of one or more classes or series of the corporation's shares.
(a) No approval of the shareholders of a corporation is required, unless the articles of incorporation otherwise provide, for a corporation, upon the terms and conditions and for the consideration determined by the board of directors:
(1) to sell, lease, exchange, or otherwise dispose of any or all of the corporation's assets in the usual and regular course of business;
(2) to mortgage, pledge, dedicate to the repayment of indebtedness (whether with or without recourse), or otherwise encumber any or all of the corporation's assets, whether or not in the usual and regular course of business;
(3) to transfer any or all of the corporation's assets to one or more corporations or other entities all of the shares or interests of which are owned by the corporation; or
(4) to distribute assets pro rata to the holders of one or more classes or series of the corporation's shares.
Source. 2013, 142:1, eff. Jan. 1, 2014.
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