Sec. B-99. 13-C MRSA §1104, sub-§6, ¶A, as enacted by PL 2001, c. 640, Pt. A, §2 and affected by Pt. B, §7, is amended to read:

A. On a plan of merger by each class or series of shares that:

(1) Are to be converted under the plan of merger into shares or other securities, eligible interests, obligations, rights to acquire shares or, other securities or eligible interests, cash or other property or any combination thereof; or

(2) Would be entitled to vote as a separate group on a provision in the plan that, if contained in a proposed amendment to articles of incorporation, would require action by separate voting groups under section 1004;

Sec. B-100. 13-C MRSA §1104, sub-§10, as enacted by PL 2001, c. 640, Pt. A, §2 and affected by Pt. B, §7, is amended to read:

10. Consent of shareholders. A plan of merger or share exchange may be approved for a participating corporation by written consent of all shareholders of a participating corporation, whether or not entitled to vote by the corporation's articles of incorporation, as provided in section 704, subsection 1. If the unanimous written consent is given plan of merger or share exchange 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 merger or share exchange is not necessary and shareholders of the participating corporation are not entitled to receive notice of or to dissent from the plan of merger or share exchange.

Sec. B-101. 13-C MRSA §1106, sub-§1, ¶¶A and E, as enacted by PL 2001, c. 640, Pt. A, §2 and affected by Pt. B, §7, are amended to read: