(1) Articles of incorporation may be amended, without action by the board of directors or shareholders, to carry out a plan of reorganization ordered or decreed by a court of competent jurisdiction under a statute of the United States if the articles of incorporation after amendment contain only provisions required or permitted by section 7-102-102.
(2) For an amendment to the articles of incorporation to be made pursuant to subsection (1) of this section, an individual or individuals designated by the court shall deliver to the secretary of state, for filing pursuant to part 3 of article 90 of this title, articles of amendment stating:
The domestic entity name of the corporation;
The text of each amendment approved by the court;
The date of the court's order or decree approving the articles of amendment;
The title of the reorganization proceeding in which the order or decree was entered;and
A statement that the court had jurisdiction of the proceeding under a specified statuteof the United States.
Shareholders of a corporation undergoing reorganization do not have dissenters' rights except as provided in the reorganization plan.
This section does not apply after entry of a final decree in the reorganization proceeding even though the court retains jurisdiction of the proceeding for limited purposes unrelated to consummation of the reorganization plan.
Source: L. 93: Entire article added, p. 799, § 1, effective July 1, 1994. L. 2002: IP(2) amended, p. 1849, § 117, effective July 1; IP(2) amended, p. 1713, § 117, effective October 1. L. 2003: IP(2) and (2)(a) amended, p. 2322, § 251, effective July 1, 2004.