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HomeCorporations CodeCh. 10Art. 1§ 8012 Merger Approval Requirements

§ 8012 Merger Approval Requirements

Corporations Code·California
AI Summary·Official Text·Key Terms·Related Statutes·References
AI SummaryVerified

§ 8012 Merger Approval Requirements

Key Takeaways

  • •Everyone who owns a part of the company must agree to the merger.
  • •Other important people listed in the company rules must also agree.
  • •They can say yes before or after the company leaders approve.

Example

Imagine two toy companies want to become one big company.

All the people who own shares in both companies must vote yes. If the company rules say the founder must agree too, then the founder must also say yes. They can vote before or after the bosses of the companies say yes.

AI-generated — May contain errors. Not legal advice. Always verify source.

Official Source
View on CA.gov

§ 8012 Merger Approval Requirements

The principal terms of the merger shall be approved by the members (Section 5034) of each class of each constituent corporation and by each other person or persons whose approval of an amendment of articles is required by the articles; and the approval by the members (Section 5034) or such other person or persons required by this section may be given before or after the approval by the board. (Amended by Stats. 1981, Ch. 587, Sec. 41.)

Last verified: January 23, 2026

Key Terms

principal terms of the mergermembers (Section 5034)constituent corporationapproval by the board

Related Statutes

  • § 6012 Merger Approval Requirements
  • § 12532 Equal Membership Distribution Rights
  • § 12533 Member Merger Approval Rights
  • § 12534 Corporate Agreement Signing Authority
  • § 6013 Corporate Agreement Signing

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Corporations Code. Section 8012.
View Official Source