12-2089 12-2089 . . . Agreement and Plan of Merger for merger of corporation with newly-formed, wholly-owned subsidiary ("Surviving Company") of Disappearing Company and conversion of (a) each share of Disappearing Company common stock outstanding on September 7, 1994 ("Determination Date") owned by any stockholder who, at Determination Date, is not director or officer of Disappearing Company and is record holder of 500 shares or less of Disappearing Company common stock into right to receive $6.00 per share in cash from Surviving Company and (b) each share of Disappearing Company common stock owned by any stockholder who, at Determination Date, is director or officer of Disappearing Company or is record holder of more than 500 shares of Disappearing Company common stock into one share of Surviving Company common stock. Each share of Surviving Company common stock outstanding on effective date of merger shall be converted into right to receive $5.00 in cash from Surviving Company. The purpose of merger is to reduce number of stockholders below 300 and terminate registration of Surviving Company's common stock under Securities Exchange Act of 1934
Alaska Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and Newco Merger Co
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How to fill out Amended And Restated Agreement And Plan Of Merger Between CNL Financial Corp And Newco Merger Co?
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FAQ
In merger, one cooperative is absorbed by another, which retains its corporate identity. In a consolidation, a new cooperative is formed and both of the existing cooperatives disappear.
Merger: A merger is fundamentally the combination of two or more business entities in which only one entity remains. The firms are typically similar in size. (Company A + Company B = Company A). Consolidation: A consolidation is a combination of more than one business entity; however, an entirely new entity is created.
ARTICLES OF MERGER OR CONSOLIDATION - refers to the instrument executed by the constituent corporations embodying the following: (1) plan of merger or consolidation; (2) the number of shares outstanding in case of stock corporations, or of members, in case of non-stock corporations; and (3) as to each corporation, the ...
Both terms often refer to the joining of two companies, but there are key differences involved in when to use them. A merger occurs when two separate entities combine forces to create a new, joint organization. Meanwhile, an acquisition refers to the takeover of one entity by another.
Sec. 76. Plan or merger of consolidation. - Two or more corporations may merge into a single corporation which shall be one of the constituent corporations or may consolidate into a new single corporation which shall be the consolidated corporation.