LD 1539
pg. 41
Page 40 of 104 PUBLIC Law Chapter 344 Page 42 of 104
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LR 1942
Item 1

 
conversion of the domestic business corporation until such time
after that date as the provision is amended.

 
Sec. B-82. 13-C MRSA §932, sub-§8 is enacted to read:

 
8.__Consent of shareholders. A plan of nonprofit conversion
may be approved for a participating corporation by written
consent of shareholders entitled to vote, as provided in section
704.__If the plan of nonprofit conversion 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 nonprofit conversion is not
necessary and shareholders of the participating corporation are
not entitled to receive notice of or to dissent from the plan of
nonprofit conversion.

 
Sec. B-83. 13-C MRSA §933, sub-§2, as enacted by PL 2001, c. 640, Pt.
A, §2 and affected by Pt. B, §7, is amended to read:

 
2. Provisions of articles of nonprofit conversion. The
articles of nonprofit conversion must either contain all the
provisions that the Maine Nonprofit Corporation Act requires to
be set forth in articles of incorporation of a domestic nonprofit
corporation with any other desired provisions permitted by the
Maine Nonprofit Corporation Act or have attached articles of
incorporation that satisfy the requirements of the Maine
Nonprofit Corporation Act. In either case, provisions that would
not be required by chapter 10 the Maine Nonprofit Corporation Act
to be included in restated articles of incorporation of a
domestic nonprofit corporation may be omitted.

 
Sec. B-84. 13-C MRSA §935, sub-§2, ķA, as enacted by PL 2001, c. 640,
Pt. A, §2 and affected by Pt. B, §7, is amended to read:

 
A. Appoint the Secretary of State as its agent for service
of process in a proceeding to enforce the rights of
shareholders who exercise appraisal rights in connection
with the conversion and that domestic business corporation
shall provide a mailing address to which the Secretary of
State may mail a copy of any process served on the Secretary
of State; and

 
Sec. B-85. 13-C MRSA §942, sub-§4, as enacted by PL 2001, c. 640, Pt.
A, §2 and affected by Pt. B, §7, is amended to read:

 
4. Certificate of authority. If the foreign nonprofit
corporation is authorized to transact business carry on
activities in this State under the provisions of the Maine


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