Corporations Code section 1111


If any disappearing corporation in a merger is a close corporation and the surviving corporation is not a close corporation, the merger shall be approved by the affirmative vote of at least two-thirds of each class of the outstanding shares of such disappearing corporation; provided, however, that the articles may provide for a lesser vote, but not less than a majority of the outstanding shares of each class.

Source: Section 1111, https://leginfo.­legislature.­ca.­gov/faces/codes_displaySection.­xhtml?lawCode=CORP§ionNum=1111.­ (updated Jan. 1, 1976; accessed Jun. 9, 2025).

Last Updated

Jan. 1, 1976

§ 1111’s source at ca​.gov