§ 1101 Definitions
§ 1102 Merger
§ 1103 Share exchange
§ 1104 Action on plan of merger or share exchange
§ 1105 Merger between parent corporation and subsidiary corporation or between subsidiary corporations
§ 1106 Articles of merger or share exchange
§ 1107 Effect of merger or share exchange
§ 1108 Abandonment of merger or share exchange
§ 1109 Required vote of shareholders in certain business combinations
§ 1110 Right of shareholders to receive payment for shares following control transaction

Terms Used In Maine Revised Statutes > Title 13-C > Chapter 11 - Mergers and Share Exchanges

  • Appraisal: A determination of property value.
  • Attachment: A procedure by which a person's property is seized to pay judgments levied by the court.
  • Authority: means the Maine Health and Higher Educational Facilities Authority created and established as a public body corporate and politic of the State of Maine by section 2054 or any board, body, commission, department or officer succeeding to the principal functions thereof or to whom the powers conferred upon the authority by this chapter shall be given by law. See Maine Revised Statutes Title 22 Sec. 2053
  • Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
  • Counterclaim: A claim that a defendant makes against a plaintiff.
  • Defendant: In a civil suit, the person complained against; in a criminal case, the person accused of the crime.
  • Eligible entity: means a domestic or foreign unincorporated entity or a domestic or foreign nonprofit corporation. See Maine Revised Statutes Title 13-C Sec. 1101
  • Eligible interests: means interests and memberships. See Maine Revised Statutes Title 13-C Sec. 1101
  • Executor: A male person named in a will to carry out the decedent
  • Fair market value: The price at which an asset would change hands in a transaction between a willing, informed buyer and a willing, informed seller.
  • Health care facility: means a nursing home that is, or will be upon completion, licensed under Maine Revised Statutes Title 22 Sec. 2053
  • Institution for higher education: means :  
A. See Maine Revised Statutes Title 22 Sec. 2053
  • Institution providing an educational program: means a nonprofit or charitable institution, public or private, that is exempt from federal taxation pursuant to the United States Internal Revenue Code of 1986, as amended, Section 501 and that provides a program of education for the purpose of enhancing the knowledge or abilities of its members or the general public. See Maine Revised Statutes Title 22 Sec. 2053
  • Merger: means a business combination pursuant to section 1102. See Maine Revised Statutes Title 13-C Sec. 1101
  • Participating health care facility: means a health care or licensed assisted living facility that, pursuant to this chapter, undertakes the financing and construction or acquisition of a project or undertakes the refunding or refinancing of existing indebtedness as provided in and permitted by this chapter. See Maine Revised Statutes Title 22 Sec. 2053
  • Participating institution for higher education: means an institution for higher education which, pursuant to this chapter, shall undertake the financing and construction or acquisition of a project or shall undertake the refunding or refinancing of obligations or of a mortgage or of advances as provided in and permitted by this chapter. See Maine Revised Statutes Title 22 Sec. 2053
  • Participating institution providing an educational program: means an institution providing an educational program that, pursuant to this chapter, undertakes the financing and construction or acquisition of a project or undertakes the refunding or refinancing of obligations or of a mortgage or of advances as provided in and permitted by this chapter. See Maine Revised Statutes Title 22 Sec. 2053
  • party to a share exchange: means any domestic or foreign corporation or eligible entity that will:  
  • A. See Maine Revised Statutes Title 13-C Sec. 1101
  • Plaintiff: The person who files the complaint in a civil lawsuit.
  • Project: includes all real and personal property, lands, improvements, driveways, roads, approaches, pedestrian access roads, rights-of-way, utilities, easements and other interests in land, machinery and equipment, and all appurtenances and facilities either on, above or under the ground that are used or usable in connection with any of the structures mentioned in this paragraph, and also includes landscaping, site preparation, furniture, machinery, equipment and other similar items necessary or convenient for the operation of a particular facility or structure in the manner for which its use is intended, but does not include such items as books, fuel, supplies or other items that are customarily considered as a current operating charge; and   [PL 2007, c. See Maine Revised Statutes Title 22 Sec. 2053
  • Service of process: The service of writs or summonses to the appropriate party.
  • Share exchange: means a business combination pursuant to section 1103. See Maine Revised Statutes Title 13-C Sec. 1101
  • Uniform Commercial Code: A set of statutes enacted by the various states to provide consistency among the states' commercial laws. It includes negotiable instruments, sales, stock transfers, trust and warehouse receipts, and bills of lading. Source: OCC