The board of directors of each corporation shall, by a resolution, approve a joint agreement of merger setting forth the following:(a) The names of the corporations proposing to merge, and the name of the corporation into which such corporations propose to merge.(b) The terms and conditions of the proposed merger.(c) The manner and basis of converting the shares of the capital stock of each corporation into the shares of the surviving corporation, or, in whole or in part, into cash, property, shares, or other securities or obligations of any other corporation.(d) A restatement of such provisions of the articles of incorporation of the surviving corporation as may be deemed necessary.(e) Such other provisions with respect to the proposed merger as may be deemed necessary.Formerly: Acts 1933, c.40, s.115. As amended by Acts 1979, P.L.257, SEC.1; P.L.141-1984, SEC.3; P.L.122-1994, SEC.43.
Indiana Legal Code