(a) The principal terms of the merger shall be approved by the members (Section 12224) of each class of each corporation which desires to merge. The approval by the members may be given before or after the approval by the board. (b) Any member of any constituent corporation who voted against the merger may, without prior notice, but within 30 days following the effective date of the merger, resign from membership and, in the event of resignation, shall be: (1) Thereafter excused from all contractual obligations to the corporation which have not accrued prior to resignation; and (2) Shall be entitled to the same rights as would have existed if there had been no merger and the membership had been terminated.
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