(a)        One or more domestic or foreign nonprofit corporations may merge with one or more domestic corporations if:

(1)        Each domestic nonprofit corporation complies with the applicable provisions of N.C. Gen. Stat. § 55A-11-01 through N.C. Gen. Stat. § 55A-11-03;

(2)        In a merger involving one or more foreign nonprofit corporations, the merger is permitted by law of the state or country under whose law each foreign nonprofit corporation is incorporated and, to the extent applicable, each domestic corporation and each domestic or foreign nonprofit corporation complies with that law in effecting the merger;

(3)        The domestic or foreign nonprofit corporation complies with N.C. Gen. Stat. § 55-11-05 if it is the surviving corporation; and

(4)        Each domestic corporation complies with the applicable provisions of N.C. Gen. Stat. § 55-11-01, 55-11-03, and 55-11-04 and, if it is the surviving corporation, with N.C. Gen. Stat. § 55-11-05.

(b)        Repealed by Session Laws 2005, c. 268, s. 25.

(c)        This section does not limit the power of a domestic or foreign nonprofit corporation to acquire all or part of the shares of one or more classes or series of a domestic corporation through a voluntary exchange or otherwise. (1995, c. 400, s. 13; 2001-387, ss. 20, 21; 2005-268, s. 25.)

Terms Used In North Carolina General Statutes 55-11-09

  • 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.
  • state: when applied to the different parts of the United States, shall be construed to extend to and include the District of Columbia and the several territories, so called; and the words "United States" shall be construed to include the said district and territories and all dependencies. See North Carolina General Statutes 12-3