In a share exchange, which item is the formal filing step?

• A. Board approval required
• B. Plan of Exchange delivered for filing
• C. SH approval (outstanding) required for seller
• D. No SH approval required for buyer unless insufficient authorized stock

Answer: (B)

Delivering the plan of exchange for filing with the state is the formal filing step in a share exchange. The plan of exchange lays out the terms of the deal, the shares to be issued or exchanged, and the mechanics of the reorganized structure. After the boards approve the plan and any required shareholder approval is obtained (if required by statute), the plan is delivered to the appropriate state filing office. Filing the plan is what makes the exchange legally operative, triggering the post‑filing effects such as the actual exchange of shares and the reorganization. The other items describe prerequisites or conditions that occur before or around the filing, but they are not the act that constitutes the formal filing itself.