Sec. 712.
(1) After a plan of merger is adopted under section 711, the parent corporation shall execute and file a certificate of merger that sets forth all of the following:
(a) The statements required under section 701(2)(a) and (d), and the manner and basis of converting shares or memberships of each constituent corporation as set forth in the plan of merger.
(b) The number of outstanding shares or memberships of each class of each subsidiary corporation that is a party to the merger and the number of shares or memberships of each class owned by the parent corporation.
(c) A statement of any assumed names of merging corporations transferred to the surviving corporation as under section 217(3), specifying each transferred assumed name and the name of the corporation from which it is transferred. The certificate may include a statement of corporate names or assumed names of merging corporations that are to be treated as newly filed assumed names of the surviving corporation under section 217(4).
(2) Section 131 applies in determining when a certificate of merger becomes effective under this section.
History: Add. 2014, Act 557, Imd. Eff. Jan. 15, 2015
Structure Michigan Compiled Laws
Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)
162-1982-7 - Chapter 7 (450.2701...450.2754)
Section 450.2701 - Merger of Domestic Corporations; Plan; Contents; Distributions.
Section 450.2703 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015
Section 450.2703a - Plan of Merger; Approval.
Section 450.2707 - Certificate of Merger; Signing and Filing; Contents; Determining Effectiveness.
Section 450.2721 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2722 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2723 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2724 - Merger Other Than Under MCL 450.2736a.
Section 450.2731 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2732 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2736 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2737 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2741 - Abandonment of Merger; Procedure; Certificate of Abandonment.