N.D. Cent. Code § 10-33-87
This is the official text of N.D. Cent. Code § 10-33-87, part of North Dakota’s Cent. Code — part of the compiled statutory law of North Dakota, published by the state as "Cent. Code." Browse the sections below, each linked to its official government source.
Not legal advice. This page reproduces the official text of a government statute for reference only. Laws change, and how a statute applies depends on your specific facts. For advice about your situation, consult a licensed attorney in your state.
10-33-87. Plan approval
Official statutory text
10-33-87. Plan approval
1. A plan of merger or consolidation must be approved and adopted by each constituent
corporation as provided in this section.
2. If a constituent corporation has members with voting rights with respect to mergers
and consolidations as required by section 10-33-42, the board of directors of the
corporation shall adopt a resolution by the affirmative vote of a majority of all directors
approving a proposed plan of merger or consolidation and directing that the plan be
submitted to a vote at a meeting of the members with voting rights. Notice of the
meeting must be given to each member with voting rights, accompanied by a copy or
summary of the proposed plan. Unless the articles or bylaws require a greater vote,
the plan of merger or consolidation is adopted upon receiving the affirmative vote of a
majority of the members with voting rights voting on the action.
3. When a constituent corporation does not have a member with voting rights and unless
the articles or bylaws require a greater vote, a plan of merger or consolidation is
adopted at a meeting of the board of directors of the corporation upon receiving the
affirmative votes of a majority of all directors. Notice of the meeting must be given to all
directors accompanied by a copy of the proposed plan of merger or consolidation.
1. A plan of merger or consolidation must be approved and adopted by each constituent
corporation as provided in this section.
2. If a constituent corporation has members with voting rights with respect to mergers
and consolidations as required by section 10-33-42, the board of directors of the
corporation shall adopt a resolution by the affirmative vote of a majority of all directors
approving a proposed plan of merger or consolidation and directing that the plan be
submitted to a vote at a meeting of the members with voting rights. Notice of the
meeting must be given to each member with voting rights, accompanied by a copy or
summary of the proposed plan. Unless the articles or bylaws require a greater vote,
the plan of merger or consolidation is adopted upon receiving the affirmative vote of a
majority of the members with voting rights voting on the action.
3. When a constituent corporation does not have a member with voting rights and unless
the articles or bylaws require a greater vote, a plan of merger or consolidation is
adopted at a meeting of the board of directors of the corporation upon receiving the
affirmative votes of a majority of all directors. Notice of the meeting must be given to all
directors accompanied by a copy of the proposed plan of merger or consolidation.
Status: in_force · Read it on the official government site
Need a lawyer in North Dakota?
Find a North Dakota lawyer
About this page: Statute text is reproduced from official government publishers via the
Open US Law dataset
(Vaquill AI, snapshot v2026.08, CC BY 4.0). Primary legislative text like this is public domain under the government-edicts doctrine
(Georgia v. Public.Resource.Org, 2020). We link every section back to its official source so you can verify it independently.