RCW 24.06.215
Procedure for consolidation.
Any two or more domestic corporations may consolidate into a new corporation pursuant to a plan of consolidation approved in the manner provided in this chapter.
Each corporation shall adopt a plan of consolidation setting forth:
(1) The names of the corporations proposing to consolidate, and the name of the new corporation into which they propose to consolidate, which is hereinafter designated as the new corporation.
(2) The terms and conditions of the proposed consolidation.
(3) With respect to the new corporation, all of the statements required to be set forth in articles of incorporation for corporations organized under this chapter.
(4) Such other provisions with respect to the proposed consolidation as are deemed necessary or desirable.
[ 1969 ex.s. c 120 § 43.]
Structure Revised Code of Washington
Title 24 - Corporations and Associations (Nonprofit)
Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.
24.06.010 - Application of chapter.
24.06.025 - Articles of incorporation.
24.06.032 - Additional rights and powers authorized.
24.06.035 - Nonprofit status—Members', officers' immunity from liability.
24.06.040 - Defense of ultra vires.
24.06.043 - Indemnification of agents of any corporation authorized.
24.06.046 - Reservation of exclusive right to use corporate name.
24.06.047 - Registration of corporate name.
24.06.048 - Renewal of registration of corporate name.
24.06.055 - Change of registered agent.
24.06.060 - Service of process on corporation.
24.06.070 - Shares—Issuance—Payment—Subscription agreements.
24.06.075 - Shares—Consideration, fixing.
24.06.080 - Shares—Certificates.
24.06.085 - Liability of shareholders, subscribers, assignees, executors, trustees, etc.
24.06.090 - Preemptive share acquisition rights.
24.06.100 - Meetings of members and shareholders.
24.06.105 - Notice of meetings.
24.06.125 - Board of directors.
24.06.130 - Number and election of directors.
24.06.140 - Quorum of directors.
24.06.150 - Directors' meetings.
24.06.153 - Duties of director or officer—Standards—Liability.
24.06.160 - Books and records.
24.06.165 - Loans to directors or officers.
24.06.175 - Effect of filing of articles of incorporation.
24.06.180 - Organization meeting.
24.06.185 - Right to amend articles of incorporation.
24.06.190 - Procedure to amend articles of incorporation.
24.06.195 - Articles of amendment.
24.06.200 - Filing of articles of amendment—Procedure.
24.06.205 - When amendment becomes effective—Existing actions and rights not affected.
24.06.207 - Restated articles of incorporation.
24.06.210 - Procedure for merger.
24.06.215 - Procedure for consolidation.
24.06.220 - Approval of merger or consolidation.
24.06.225 - Articles of merger or consolidation.
24.06.230 - Merger or consolidation—When effected.
24.06.235 - Effect of merger or consolidation.
24.06.240 - Sale, lease, exchange, etc., of property and assets.
24.06.245 - Right of member or shareholder to dissent.
24.06.250 - Exercise of right of dissent—Rights and liabilities.
24.06.255 - Payment of fair value to dissenting member or shareholder.
24.06.260 - Voluntary dissolution.
24.06.265 - Distribution of assets.
24.06.270 - Revocation of voluntary dissolution proceedings.
24.06.275 - Articles of dissolution.
24.06.280 - Filing of articles of dissolution.
24.06.285 - Involuntary dissolution.
24.06.290 - Proceedings for administrative dissolution—Reinstatement—Survival of actions.
24.06.295 - Venue and process.
24.06.300 - Jurisdiction of court to liquidate assets and dissolve corporation.
24.06.305 - Procedure in liquidation of corporation in court.
24.06.310 - Qualifications of receivers—Bond.
24.06.315 - Filing of claims in liquidation proceedings.
24.06.320 - Discontinuance of liquidation proceedings.
24.06.325 - Decree of involuntary dissolution.
24.06.330 - Filing of decree of dissolution.
24.06.335 - Survival of remedies after dissolution.
24.06.340 - Registration of foreign corporation—Right to conduct affairs in the state.
24.06.345 - Effect of registration—Governing law.
24.06.350 - Corporate name of foreign corporation.
24.06.360 - Foreign registration statement—Filing.
24.06.367 - Certificate of authority as insurance company—Filing of documents.
24.06.369 - Certificate of authority as insurance company—Registration or reservation of name.
24.06.370 - Authorization to conduct affairs in the state—Right of state to terminate registration.
24.06.375 - Registered agent of foreign corporation.
24.06.380 - Change of registered agent of foreign corporation.
24.06.385 - Resignation of registered agent.
24.06.390 - Service of process, notice, or demand on corporation.
24.06.395 - Failure to appoint or maintain agent—Service of process, notice, or demand.
24.06.400 - Amendment to articles of incorporation of foreign corporation.
24.06.405 - Merger of foreign corporation authorized to conduct affairs in this state.
24.06.410 - Amended foreign registration statement.
24.06.415 - Withdrawal of foreign corporation.
24.06.425 - Termination of registration.
24.06.435 - Conducting affairs without registering.
24.06.440 - Annual report of domestic and foreign corporations.
24.06.450 - Applicable fees, charges, and penalties.
24.06.462 - Fees for services by secretary of state.
24.06.465 - Penalties imposed upon corporation—Penalty established by secretary of state.
24.06.470 - Penalties imposed upon directors and officers.
24.06.475 - Interrogatories by secretary of state.
24.06.480 - Confidential nature of information disclosed by interrogatories.
24.06.485 - Power and authority of secretary of state.
24.06.490 - Duty of secretary of state to file—Review of refusal to file.
24.06.500 - Greater voting requirements.
24.06.510 - Action by members or directors without a meeting.
24.06.515 - Unauthorized assumption of corporate powers.
24.06.520 - Reinstatement and renewal of corporate existence—Fee.
24.06.525 - Reorganization of corporations or associations in accordance with this chapter.
24.06.600 - Locally regulated utilities—Attachments to poles.
24.06.615 - Conversion of domestic corporation to limited cooperative association—Procedure.