Michigan Compiled Laws
162-1982-7 - Chapter 7 (450.2701...450.2754)
Section 450.2724 - Merger Other Than Under MCL 450.2736a.

Sec. 724.
All of the following apply when a merger, other than a merger under section 736a, takes effect:
(a) Every other corporation that is a party to the merger merges into the surviving corporation and the separate existence of every corporation that is a party to the merger except the surviving corporation ceases. A merger in which a domestic corporation is the surviving corporation is not considered a dissolution of any constituent domestic corporation or domestic business corporation.
(b) The title to all real estate and other property and rights owned by each corporation that is a party to the merger is vested in the surviving corporation without reversion or impairment.
(c) The surviving corporation may use the corporate name and the assumed names of any merging corporation, if the filings required under section 217(3) and (4) are made.
(d) The surviving corporation has all of the liabilities of each corporation that is a party to the merger.
(e) A person may continue any proceeding that is pending against any corporation that is a party to the merger as if the merger did not occur or the surviving corporation may be substituted in the proceeding for the corporation whose existence ceased.
(f) The articles of incorporation of the surviving corporation are amended to the extent provided in the plan of merger.
(g) The shares or memberships of each corporation party to the merger that are to be converted into shares, obligations, or other securities of or membership or other interests in the surviving or any other corporation or into cash or other property are converted.
History: Add. 2014, Act 557, Imd. Eff. Jan. 15, 2015

Structure Michigan Compiled Laws

Michigan Compiled Laws

Chapter 450 - Corporations

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Section 450.2703 - Repealed. 2014, Act 557, Imd.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 450.2706 - Merger of Domestic Corporation With Domestic or Foreign Corporation; Conditions; Consent; Execution of Certificate of Merger; Participation of Other Corporations.

Section 450.2707 - Certificate of Merger; Signing and Filing; Contents; Determining Effectiveness.

Section 450.2711 - Merger of Domestic Corporation With Subsidiary Corporation; Approval of Plan of Merger; Mailing Copy of Plan to Minority Shareholder or Member of Record; Other Provisions; Definitions.

Section 450.2712 - Certificate of Merger; Execution and Filing of Certificate of Merger by Parent Company; Determination of Effective Date.

Section 450.2713 - Subsidiary Corporation as Constituent Corporation in Merger; Approval of Shareholders or Members.

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 450.2735 - Merger of Domestic Business Corporation, Foreign Corporation, or Foreign Business Corporation With Domestic Corporation; Surviving Corporation; Compliance; Liability for Enforcement of Obligation; Acquisition of Shares or Membershi...

Section 450.2736 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.

Section 450.2736a - Merger of Domestic Corporations With Business Organizations; Requirements; Merger of Domestic Corporation With Domestic or Foreign Entity; Consent; Executing and Filing Certificate of Merger; Contents; Effect of Merger; Surviving...

Section 450.2737 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.

Section 450.2741 - Abandonment of Merger; Procedure; Certificate of Abandonment.

Section 450.2745 - Conversion of Domestic Corporation Into Business Organization; Requirements; Effect; Surviving Business Organization; Liability for Certain Obligation; Distributions; "Business Organization" and "Entity" Defined.

Section 450.2746 - Conversion of Business Organization Into Domestic Corporation; Requirements; Effectiveness of Certificate of Conversion; Surviving Domestic Corporation.

Section 450.2751 - Actions by Corporation; Terms and Conditions; Consideration; "Consideration" Defined.

Section 450.2753 - Disposition of Property and Assets of Corporation; Disposal of All or Substantially All of Property; Presumption That Corporation Retains Significant Continuing Business Activity; "Consideration" Defined; Recommendation of Proposed...

Section 450.2754 - Merger or Acquisition Under MCL 2703a(2); Right of Shareholders or Members to Receive Notice and Vote.