California Code of Regulations
Title 10 - Investment
Chapter 3 - Commissioner of Financial Protection and Innovation
Subchapter 2 - Corporate Securities
Article 4 - Standards for the Exercise of the Commissioner's Authority
Subarticle 6 - Recapitalizations and Reorganizations
Section 260.140.61 - Mergers and Consolidations

A plan of reorganization contemplating the combination of two or more businesses by way of merger or consolidation (including a sale of assets in exchange wholly or in part for securities of the purchasing corporation) should provide for the issuance of securities which fairly reflect the relative values of the corporations which are parties to the plan of reorganization. The permit authorizing the issuance of securities in connection with a plan of reorganization may be conditioned upon the obtaining of an affirmative vote of a specified percentage of the outstanding stock held by persons other than those who have a conflict of interest in connection with the adoption of the plan of reorganization.