(a) The board of a proposed surviving corporation shall, by resolution, approve a plan of merger setting out

Terms Used In Alaska Statutes 10.06.556

  • board: means the board of directors of a domestic or foreign corporation. See Alaska Statutes 10.06.990
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • property: includes real and personal property. See Alaska Statutes 01.10.060
  • shareholder: means a holder of record of a share in a corporation. See Alaska Statutes 10.06.990
  • shares: means the units into which the proprietary interests in a corporation are divided. See Alaska Statutes 10.06.990
  • surviving corporation: means a corporation into which one or more other corporations are merged. See Alaska Statutes 10.06.990
(1) the name of the subsidiary corporation and the name of the corporation owning at least 90 percent of its shares;
(2) subject to Alaska Stat. § 10.06.542, the manner and basis of converting the shares of the subsidiary corporation into shares, obligations, or other securities of the surviving or other corporation or, in whole or in part, into cash or other property.
(b) A copy of a plan of merger shall be mailed to each shareholder of record of the subsidiary corporation.
(c) Articles of merger shall be executed by the surviving corporation by its president or a vice-president and by its secretary or an assistant secretary and must set out the

(1) plan of merger;
(2) number of outstanding shares of each class of the subsidiary corporation and the number of those shares of each class owned by the surviving corporation; and
(3) date of the mailing to shareholders of the subsidiary corporation of the plan of merger.