(1) A corporation’s articles of incorporation may be amended without action by the board of directors or members to carry out a plan of reorganization ordered or decreed by a court of competent jurisdiction under federal statute if the articles of incorporation after amendment contain only provisions required or permitted by Section 79-11-137.
(2) The individual or individuals designated by the court shall deliver to the Secretary of State for filing articles of amendment setting forth:(a) The name of the corporation;(b) The text of each amendment approved by the court;(c) The date of the court’s order or decree approving the articles of amendment;(d) The title of the reorganization proceeding in which the order or decree was entered; and(e) A statement that the court had jurisdiction of the proceeding under federal statute.
(a) The name of the corporation;
(b) The text of each amendment approved by the court;
(c) The date of the court’s order or decree approving the articles of amendment;
(d) The title of the reorganization proceeding in which the order or decree was entered; and
(e) A statement that the court had jurisdiction of the proceeding under federal statute.
(3) Members of a corporation undergoing reorganization do not have dissenters’ rights except as and to the extent provided in the reorganization plan.
(4) 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.