3. Share exchange not contemplated in organic law. If the organic law of a domestic unincorporated eligible entity does not provide procedures for the approval of a share exchange, a plan of share exchange may be adopted and approved and the share exchange effectuated in accordance with the procedures, if any, for a merger. If the organic law of a domestic unincorporated eligible entity does not provide procedures for the approval of either a share exchange or a merger, a plan of share exchange may be adopted and approved, the share exchange effectuated and appraisal rights exercised in accordance with the procedures in this chapter and chapter 13. For the purposes of applying this chapter and chapter 13:

A. The unincorporated eligible entity, its members or interest holders, eligible interests and organic documents taken together are deemed to be a domestic business corporation, shareholders, shares and articles of incorporation, respectively and vice versa as the context may require; and

B. If the business and affairs of the unincorporated eligible entity are managed by a group of persons that is not identical to the members or interest holders, that group is deemed to be the board of directors.

4. Plan of share exchange. A plan of share exchange must include:

A. The name of each corporation or other eligible entity whose shares or eligible interests will be acquired and the name of the corporation or other eligible entity that will acquire those shares or eligible interests;

B. The terms and conditions of the share exchange;

C. The manner and basis of exchanging shares of a corporation or eligible interests in an other eligible entity whose shares or eligible interests will be acquired under the share exchange 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; and

D. Any other provisions required by the laws under which any party to the share exchange is organized, or by the articles of incorporation or organic documents of any such party.