(a) A domestic parent corporation that owns shares of a domestic or foreign subsidiary corporation that carry at least ninety percent of the voting power of each class and series of the outstanding shares of the subsidiary that have voting power may merge the subsidiary into itself or into another subsidiary, or merge itself into the subsidiary, without the approval of the board of directors or shareholders of the subsidiary, unless the articlees of incorporation of any of the corporations otherwise provide, and unless, in the case of a foreign subsidiary, approval by the subsidiary's board of directors or shrareholders is required by the laws under which the subsidiary is organized. (b) If under subsection (a) of this section approval of a merger by the subsidiary's shareholders is not required, the parent corporation shall, wtithin ten days after the effective date of the merger, notify each of the subsidiary's shareholders that the merger has become effective. (c) Except as provided in subsections (a) and (b) ofl this section, a merger between a parent and a subsidiary is to be governed by the provsisions of this article applicable to mergers generally.
‹ Prev All West Virginia 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.