Articles and plan of merger
(1) After the board of directors of each merging corporation and, if required under ORS 65.487 (Action on plan by board, members and third persons), members and any other persons approve a plan of merger, the surviving corporation shall deliver to the Office of the Secretary of State for filing:
(a) Articles of merger that set forth the name and type of each business entity that intends to merge and the name and type of the business entity that will survive the merger;
(b) A plan of merger or, in lieu of a plan of merger, a written declaration that:
(A) Identifies an address for an office of the surviving entity where the plan of merger is on file; and
(B) States that the surviving entity will provide any owner or shareholder of any constituent entity with a copy of the plan of merger upon request and at no cost;
(c) A written declaration that:
(A) States that a sufficient vote of the board of directors of each corporation approved the plan of merger, if the approval of members was not required.
(B) Sets forth, if the members of one or more corporations were required to approve the plan of merger:
(i) The designation and number of members of each class entitled to vote separately on the plan and the number of votes each class is entitled to cast; and
(ii) The total number of votes that each class entitled to vote separately on the plan cast for and against the plan; and
(d) A written declaration that states that a person or persons other than the members of the board approved the plan, if required under ORS 65.487 (Action on plan by board, members and third persons) (1)(c).
(2) Unless a delayed effective date is specified, a merger takes effect when the articles of merger are filed. [1989 c.1010 §121; 2015 c.28 §5]
3 OregonLaws.org assembles these lists by analyzing references between Sections. Each listed item refers back to the current Section in its own text. The result reveals relationships in the code that may not have otherwise been apparent.