Utah § 1a-705 - Amendment or abandonment of a plan of merger. (Effective 10/1/2026)
Full text of Utah Utah Code § 1a-705 — Amendment or abandonment of a plan of merger. (Effective 10/1/2026), with citation guidance and answers to common questions.
§ 1a-705. Amendment or abandonment of a plan of merger. (Effective 10/1/2026)
Effective 10/1/2026 16-1a-705.
Amendment or abandonment of a plan of merger.
(1)
Except as otherwise provided in the plan of merger, a plan of merger may be amended only by the consent of each party to the plan of merger.
(2)
A domestic merging entity may approve an amendment to a plan of merger:
(a)
in the same manner as the plan of merger was approved, if the plan does not provide for the manner by which the domestic merging entity may amend the plan of merger; or
(b)
subject to Subsection (3), by the governors or interest holders approving the amendment in the manner provided in the plan of merger.
(3)
A governor or interest holder that was entitled to vote on or consent to the approval of a merger is entitled to vote on or consent to an amendment that will change:
(a)
the amount or kind of interests, securities, obligations, money, other property, rights to acquire interests or securities, or a combination that the interest holders of a party to the plan of merger will receive;
(b)
the public organic record, if any, or the private organic rules of the surviving entity that will be in effect immediately after the merger becomes effective, except for a change that does not require the approval of the interest holders of the surviving entity under the surviving entity's organic law or organic rules; or
(c)
any other term or condition of the plan of merger, if the change would adversely affect the governor or interest holder in a material respect.
(4)
(a)
After the parties to a plan of merger approve the plan and before a statement of merger is effective, the parties to a merger may abandon a plan of merger in a manner provided in the plan of merger.
(b)
Unless prohibited by the plan of merger, a domestic filing entity may abandon the plan of merger in the same manner as the domestic filing entity approves the plan of merger.
(5)
(a)
If the parties to a merger abandon the plan of merger after delivering a statement of merger to the division for filing, the parties shall deliver to the division for filing a statement of abandonment, signed by each party to the plan of abandonment.
(b)
The parties shall file a statement of abandonment before the day on which the statement of merger takes effect.
(c)
A statement of abandonment under this Subsection (5) takes effect on the day on which the parties file the statement of abandonment with the division.
(d)
After the parties file a statement of abandonment, the plan of merger is abandoned and does not take effect.
(e)
A statement of abandonment shall contain:
(i)
the name of each party to the plan of merger;
(ii)
the day on which the parties file the statement of merger with the division; and
(iii)
a statement that the parties abandon the merger in accordance with this section.
Section 1a-705 ("Amendment or abandonment of a plan of merger. (Effective 10/1/2026)") is part of the Utah Code, the codified statutory law of Utah. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite Utah § 1a-705?
A common citation format is "Utah Code § 1a-705" (Utah). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of Utah law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the Utah official source linked on this page or consult a licensed Utah attorney.
How does Utah § 1a-705 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Utah can advise on how this section applies to you. Contact your state or local bar association for a referral.
