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amended prior to filing the articles of merger with the Secretary | of State under section 1106, subsection 2. If the shareholders of | a domestic corporation that is a party to the merger are required | or permitted to vote on the plan, the plan must provide that | subsequent to approval of the plan by the shareholders the plan may | not be amended to: |
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| A. Change the amount or kind of shares or other securities, | eligible interests, obligations, rights to acquire shares or | other securities, cash or other property to be received | under the plan by the shareholders or owners of eligible | interests in any party to the merger; |
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| B. Change the articles of incorporation or the organic | documents of any other eligible entity that will survive or | be created as a result of the merger, except for changes | permitted by section 1005 or by comparable provisions of the | organic laws of any such foreign corporation or domestic or | foreign other eligible entity; or |
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| C. Change any of the other terms or conditions of the plan | if the change would adversely affect the shareholders in any | material respect. |
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| | 1. Share exchange. Through a share exchange: |
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| A. A domestic corporation may acquire all of the shares of | one or more classes or series of shares of another domestic | or foreign business corporation, or all of the eligible | interests of one or more classes or series of eligible | interests of a domestic or foreign other eligible entity, in | exchange for 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 pursuant to a plan of share exchange; or |
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| B. All of the shares of one or more classes or series of | shares of a domestic corporation may be acquired by another | domestic or foreign business corporation or other eligible | entity in exchange for 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 pursuant to a plan of share | exchange. |
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| | 2. Party to share exchange. A foreign corporation or a | foreign unincorporated an eligible entity may be a party to a | share exchange under this section only if the share exchange is |
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