§ 2-2-305 - Approval by members -- Abandonment. - Arkansas Statutes

2-2-305. Approval by members -- Abandonment.

(a) (1) Upon approving the plan of merger or plan of consolidation, the board of directors of each association by resolution shall direct the plan be submitted to a vote at a meeting of members, which may be either an annual or a special meeting.

(2) (A) Written or printed notice shall be given to each member not less than twenty (20) days before the meeting, in the manner provided in this subchapter for the giving of notice of meetings to members, and shall state the purpose of the meeting, whether the meeting is an annual or a special meeting.

(B) A copy or a summary of the plan of merger or plan of consolidation, as the case may be, shall be included in or enclosed with the notice.

(b) (1) At each meeting, a vote of the members shall be taken on the proposed plan of merger or consolidation.

(2) Each member of each association shall be entitled to vote on the proposed plan of merger or consolidation.

(3) The plan of merger or consolidation shall be approved upon receiving the affirmative vote of at least two-thirds (2/3) of the votes cast at the meeting in which members holding not less than fifty percent (50%) of the voting power of the association are represented in person or by proxy.

(c) After approval by a vote of the members of each association and at any time prior to the filing of the articles of merger or consolidation, the merger or consolidation may be abandoned pursuant to provisions, if any, set forth in the plan of merger or consolidation.