Mississippi Code
Merger or Consolidation, or Exchange of Outstanding Stock, of Domestic Stock Companies
§ 83-19-111. Stockholder approval of plan

The plan as approved by the commissioner of insurance shall then be submitted to a vote of the shareholders of each corporation which is a party to such plan at an annual or special meeting of such shareholders. Written notice of such meeting shall be given for the time and in the manner required by the general laws of this state governing corporate mergers. The written notice shall state the right of a shareholder to dissent and receive fair value for his shares, and shall contain a copy or summary of the plan of merger, consolidation, or exchange. The plan shall be approved upon receiving the affirmative votes of the holders of at least two-thirds (2/3) of the outstanding shares of capital stock of each such corporation, or of such larger proportion of shares as may be specified in the plan. Notwithstanding such approval and at any time prior to the effective date of the plan as provided in Section 83-19-119, it may be abandoned pursuant to provisions therefor, if any, set forth in the plan.

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