Sec. 11.25. Articles of merger, consolidation or exchange.

181 words·~1 min read·/il/chapter-805/act-5/11-25

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(a)Upon such approval, articles of merger, consolidation or exchange shall be executed by each corporation and filed in duplicate in accordance with Section 1.10 of this Act and shall set forth:

(1)The plan of merger, consolidation or exchange.

(2)As to each corporation:

(i)a statement that the plan was adopted at a meeting of shareholders by the

affirmative vote of the holders of outstanding shares having not less than the minimum number of votes necessary to adopt such plan, as provided by the articles of incorporation of the respective corporations; or

(ii)a statement that the plan was adopted by a consent in writing signed by the

holders of outstanding shares having not less than the minimum number of votes necessary to adopt such plan, as provided by the articles of incorporation of the respective corporations, and in accordance with Section 7.10 of this Act.

(b)When the provisions of this Section have been complied with, the Secretary of State shall file the articles of merger, consolidation, or share exchange.