Sec. 35B-20. Requirements of a plan of division. (a) A domestic stock company shall not file a plan of division with the Director unless the plan of division has been approved in accordance with: (1) any applicable provisions of its articles of incorporation and bylaws; and (2) all laws of this State governing the internal affairs of a domestic stock company that provide for approval of a merger. (b) If any provision of the articles of incorporation or bylaws of a domestic stock company requires that a specific number or percentage of board of directors or shareholders approve the proposal or adoption of a plan of merger, or imposes other special procedures for the proposal or adoption of a plan of merger, such domestic stock company shall adhere to such provision in proposing or adopting a plan of division. If any provision of the articles of incorporation or bylaws of a domestic stock company is amended, such amendment shall thereafter apply to a division only in accordance with its express terms. incorporation and bylaws; and affairs of a domestic stock company that provide for approval of a merger.
‹ Prev All Illinois sections Next ›
Lexace provides legal information, not legal advice, and no attorney–client relationship is created. Statute text is provided for general information and may not reflect the most recent amendments; verify against the official state code.