490A.1203 - ACTION ON PLAN.
490A.1203 ACTION ON PLAN. 1. A proposed plan of merger complying with the requirements of section 490A.1202 shall be approved in the manner provided by this section: a. A limited liability company which is a party to a proposed merger shall have the plan of merger authorized and approved as required by section 490A.701. b. A corporation which is a party to a proposed merger shall have the plan of merger authorized and approved in the manner and by the vote required by chapter 490. c. A limited partnership which is a party to a proposed merger shall have the plan of merger authorized and approved in the manner and by the vote required by its partnership agreement and in accordance with chapter 488. 2. After a merger is authorized, unless the plan of merger provides otherwise, and at any time before articles of merger as provided for in section 490A.1204 are filed, the plan of merger may be abandoned subject to any contractual rights, in accordance with the procedure set forth in the plan of merger or, if none is set forth, in one of the following ways: a. By the majority consent of the members of each limited liability company that is a constituent entity, unless the articles of organization or an operating agreement of any such limited liability company provides otherwise. b. In the manner determined by the board of directors of any corporation that is a constituent entity. c. By the limited partners of any limited partnership that is a constituent entity by the vote, if any, required by its limited partnership agreement and in accordance with the law of this state.
Section History: Recent Form 92 Acts, ch 1151, § 64; 93 Acts, ch 39, § 28; 2004 Acts, ch 1021, §115, 117, 118 Referred to in § 490A.306, 490A.1201, 490A.1201A, 490A.1202, 490A.1204, 490A.1206, 490A.1207