- Statutory: target corp disappears, assets and liabilities assumed by purchasing corp. both SH's must approve exccept for exceptions, AH's of acquired corp entitled to appraisal right if not publicly traded stock.
- Short form: Merger between parent and subsitary, applies if parent owns 90% of subsidiary already, may merge on only parent board approval, need only notify subsidiary SH's that merger occured.
Triangular: Purchasing corp forms subsidiary, target merged into parent and subsidiary, target disappears, SH's of target receive parent stock, parent/sub hold all assets and liabilities.
Purchasing of controlling block of stock elements: No corp actions, transaction between share holders of target corp and purchasing corp.
Statutory share exchange elements: all SH's in target corp must sell stock to purchasing corp, SH's of both must approve, SH's of target entitled to appraisal.
Sale of substantially all assets: contract between two corps, x agrees to buy assets of y, assumes only contractual liabilties, must be approvad by board of X and Y, SH of selling corp.