ARS § 10-11102. Membership exchange

ARS § 10-11102. Membership exchange2018-01-14T10:37:50+00:00

A. A corporation may acquire all of the outstanding memberships of one or more classes or series of another corporation if the board of directors of each corporation adopts, and, if required by section 10-11103, its members and other persons approve, the exchange.

B. The plan of exchange shall set forth all of the following:

1. The name of the corporation whose memberships will be acquired and the name of the acquiring corporation.

2. The terms and conditions of the exchange.

3. The manner and basis of exchanging the memberships to be acquired for memberships, obligations or other interests in the acquiring or any other corporation or for cash or other property in whole or in part.

C. The plan of exchange may set forth other provisions relating to the exchange.

D. This section does not limit the power of a corporation to acquire, and a corporation has the power and authority to acquire, all or part of the memberships of one or more classes or series of another corporation through a voluntary exchange or otherwise.

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