LD 1539
pg. 37
Page 36 of 101 An Act To Amend the Laws Relating to Corporations, Limited Partnerships, Limite... Page 38 of 101
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LR 1942
Item 1

 
respecting the transaction or by a related person of the director,
or both.

 
Sec. B-70. 13-C MRSA §921, sub-§5, as enacted by PL 2001, c. 640, Pt.
A, §2 and affected by Pt. B, §7, is amended to read:

 
5. Transitional rule. If any debt security, note or similar
evidence of indebtedness for money borrowed, whether secured or
unsecured, or a contract of any kind issued, incurred or executed
by a domestic business corporation before July 1, 2003 contains a
provision applying to a merger of the corporation and the
document does not refer to a domestication of the corporation,
the provision is deemed to apply to a domestication of the
corporation until such time after that date as the provision is
amended.

 
Sec. B-71. 13-C MRSA §921, sub-§6 is enacted to read:

 
6.__Extrinsic facts.__Terms of a plan of domestication may be
made dependent upon facts objectively ascertainable outside the
plan in accordance with section 121, subsection 10.

 
Sec. B-72. 13-C MRSA §922, sub-§7, as enacted by PL 2001, c. 640, Pt.
A, §2 and affected by Pt. B, §7, is amended to read:

 
7. Transitional rule. If any provision of the corporation's
articles of incorporation or bylaws or of an agreement to which
any of the directors or shareholders are parties, adopted or
entered into before July 1, 2003, applies to a merger of the
corporation and that document does not refer to a domestication
of the corporation, the provision is deemed to apply to a
domestication of the corporation until such time after that date
as the provision is amended.

 
Sec. B-73. 13-C MRSA §922, sub-§8 is enacted to read:

 
8.__Consent of shareholders.__A plan of domestication may be
approved for a participating corporation by written consent of
shareholders entitled to vote, as provided in section 704.__If
the plan of domestication is approved by written consent of all
shareholders, whether or not entitled to vote, a resolution of
the board of directors of the participating corporation
approving, proposing, submitting, recommending or otherwise
respecting the plan of domestication is not necessary and
shareholders of the participating corporation are not entitled to
receive notice of or to dissent from the plan of domestication.

 
Sec. B-74. 13-C MRSA §926, sub-§1, as enacted by PL 2001, c. 640, Pt.
A, §2 and affected by Pt. B, §7, is amended to read:


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