HB331 allows Alabama corporations to use share exchanges to acquire all outstanding shares of another corporation or certain stock classes, expanding the merger framework.
The bill amends the existing law to authorize share exchange transactions in addition to mergers. A plan of exchange must name the involved corporations, state the terms, and explain how shares will be exchanged for other securities, cash, or property. The plan may include amendments to articles of incorporation and other related provisions, and it requires board approval and, if required, shareholder approval. The exchange option does not limit other ways a corporation might acquire shares, and the act becomes effective immediately after governor approval.
Pending third reading on day 21 Favorable from Governmental Affairs
Read for the second time and placed on the calendar
Read for the first time and referred to the Senate committee on Governmental Affairs
Motion to Read a Third Time and Pass adopted Roll Call 297
Third Reading Passed
Read for the second time and placed on the calendar
Read for the first time and referred to the House of Representatives committee on Commerce and Small Business
Source: Alabama Legislature