§ 55‑11‑07. Merger or share exchange with foreign corporation.
(a) One or more foreigncorporations may merge with one or more domestic corporations, and a foreigncorporation may enter into a share exchange with a domestic corporation if:
(1) In a merger, themerger is permitted by the law of the state or country under whose law eachforeign corporation is incorporated and, to the extent applicable, eachdomestic or foreign corporation complies with that law in effecting the merger;
(2) In a share exchange,if the corporation whose shares will be acquired is a foreign corporation, theshare exchange is permitted by the law of the state or country under whose lawthe foreign corporation is incorporated and the foreign corporation and theacquiring domestic corporation comply with that law in effecting the shareexchange;
(3) The foreigncorporation complies with G.S. 55‑11‑05 if it is the survivingcorporation of the merger or acquiring corporation of the share exchange; and
(4) Each domesticcorporation complies with the applicable provisions of G.S. 55‑11‑01through G.S. 55‑11‑04 and, if it is the surviving corporation ofthe merger with G.S. 55‑11‑05.
(b) Repealed by SessionLaws 2005, c. 268, s. 24.
(c) This section doesnot limit the power of a foreign corporation to acquire all or part of theshares of one or more classes or series of a domestic corporation through avoluntary exchange or otherwise, or the power of a domestic corporation toacquire all or part of the shares of one or more classes or series of a foreigncorporation through a voluntary exchange or otherwise. (1925, c. 77, s. 1; 1939, c.5; 1943, c. 270; G.S., s. 55‑165; 1955, c. 1371, s. 1; 1973, c. 469, s.35; 1989, c. 265, s. 1; 2001‑387, ss. 18, 19; 2005‑268, s. 24.)
§ 55‑11‑07. Merger or share exchange with foreign corporation.
(a) One or more foreigncorporations may merge with one or more domestic corporations, and a foreigncorporation may enter into a share exchange with a domestic corporation if:
(1) In a merger, themerger is permitted by the law of the state or country under whose law eachforeign corporation is incorporated and, to the extent applicable, eachdomestic or foreign corporation complies with that law in effecting the merger;
(2) In a share exchange,if the corporation whose shares will be acquired is a foreign corporation, theshare exchange is permitted by the law of the state or country under whose lawthe foreign corporation is incorporated and the foreign corporation and theacquiring domestic corporation comply with that law in effecting the shareexchange;
(3) The foreigncorporation complies with G.S. 55‑11‑05 if it is the survivingcorporation of the merger or acquiring corporation of the share exchange; and
(4) Each domesticcorporation complies with the applicable provisions of G.S. 55‑11‑01through G.S. 55‑11‑04 and, if it is the surviving corporation ofthe merger with G.S. 55‑11‑05.
(b) Repealed by SessionLaws 2005, c. 268, s. 24.
(c) This section doesnot limit the power of a foreign corporation to acquire all or part of theshares of one or more classes or series of a domestic corporation through avoluntary exchange or otherwise, or the power of a domestic corporation toacquire all or part of the shares of one or more classes or series of a foreigncorporation through a voluntary exchange or otherwise. (1925, c. 77, s. 1; 1939, c.5; 1943, c. 270; G.S., s. 55‑165; 1955, c. 1371, s. 1; 1973, c. 469, s.35; 1989, c. 265, s. 1; 2001‑387, ss. 18, 19; 2005‑268, s. 24.)
§ 55‑11‑07. Merger or share exchange with foreign corporation.
(a) One or more foreigncorporations may merge with one or more domestic corporations, and a foreigncorporation may enter into a share exchange with a domestic corporation if:
(1) In a merger, themerger is permitted by the law of the state or country under whose law eachforeign corporation is incorporated and, to the extent applicable, eachdomestic or foreign corporation complies with that law in effecting the merger;
(2) In a share exchange,if the corporation whose shares will be acquired is a foreign corporation, theshare exchange is permitted by the law of the state or country under whose lawthe foreign corporation is incorporated and the foreign corporation and theacquiring domestic corporation comply with that law in effecting the shareexchange;
(3) The foreigncorporation complies with G.S. 55‑11‑05 if it is the survivingcorporation of the merger or acquiring corporation of the share exchange; and
(4) Each domesticcorporation complies with the applicable provisions of G.S. 55‑11‑01through G.S. 55‑11‑04 and, if it is the surviving corporation ofthe merger with G.S. 55‑11‑05.
(b) Repealed by SessionLaws 2005, c. 268, s. 24.
(c) This section doesnot limit the power of a foreign corporation to acquire all or part of theshares of one or more classes or series of a domestic corporation through avoluntary exchange or otherwise, or the power of a domestic corporation toacquire all or part of the shares of one or more classes or series of a foreigncorporation through a voluntary exchange or otherwise. (1925, c. 77, s. 1; 1939, c.5; 1943, c. 270; G.S., s. 55‑165; 1955, c. 1371, s. 1; 1973, c. 469, s.35; 1989, c. 265, s. 1; 2001‑387, ss. 18, 19; 2005‑268, s. 24.)
