21-29,117 – Merger and consolidation; terms, defined.
21-29,117. Merger and consolidation; terms, defined. For purposes of sections 21-29,117 to 21-29,127: (1) Constituent limited cooperative association means a limited cooperative association that is a party to a merger or consolidation; (2) Constituent organization means an organization, other than a limited cooperative association, that is a party to a merger or consolidation; (3) Governing […]
21-29,122 – Merger or consolidation.
21-29,122. Merger or consolidation. (1) Any one or more limited cooperative associations may merge or consolidate with or into any one or more limited cooperative associations, limited liability companies, general partnerships, limited partnerships, cooperatives, or corporations, and any one or more limited liability companies, general partnerships, limited partnerships, cooperatives, or corporations may merge or consolidate […]
21-29,123 – Notice and action on plan of merger or consolidation by constituent limited cooperative association.
21-29,123. Notice and action on plan of merger or consolidation by constituent limited cooperative association. (1) Unless otherwise provided in the articles of organization or bylaws, the plan of merger or consolidation shall be approved by a majority vote of the board of directors. (2) The board of directors shall mail or otherwise transmit or […]
21-29,124 – Approval or abandonment of merger or consolidation by members of constituent limited cooperative association.
21-29,124. Approval or abandonment of merger or consolidation by members of constituent limited cooperative association. (1) Unless the articles of organization or bylaws provide for a greater quorum and subject to section 21-2939, a plan of merger or consolidation shall be approved by at least a two-thirds vote of patron members voting under section 21-2939 […]
21-29,125 – Merger or consolidation with subsidiary.
21-29,125. Merger or consolidation with subsidiary. (1) Unless the articles of organization or bylaws of the limited cooperative association or articles of organization or bylaws of the other organization otherwise provide, a limited cooperative association that owns at least ninety percent of each class of the voting power of a subsidiary organization may merge or […]
21-29,126 – Filings required for merger or consolidation; effective date.
21-29,126. Filings required for merger or consolidation; effective date. (1) After each constituent organization has approved a merger or consolidation, articles of merger or consolidation shall be signed on behalf of each other preexisting constituent organization by an authorized representative. (2) The articles of merger or consolidation shall include: (a) The name and form of […]
21-29,127 – Effect of merger or consolidation.
21-29,127. Effect of merger or consolidation. When a merger or consolidation becomes effective: (1) The surviving organization continues or comes into existence; (2) Each constituent organization that merges or consolidates into the surviving organization ceases to exist as a separate entity; (3) All property owned by each constituent organization that ceases to exist vests in […]
21-29,108 – Cancellation of certificate of authority; effect of failure to have certificate.
21-29,108. Cancellation of certificate of authority; effect of failure to have certificate. (1) To cancel its certificate of authority to transact business in this state, a foreign limited cooperative association shall deliver to the Secretary of State for filing a notice of cancellation. The certificate is canceled when the notice becomes effective under section 21-2919. […]
21-2993 – Court proceeding.
21-2993. Court proceeding. (1) A dissolved limited cooperative association that has published a notice under section 21-2991 or 21-2992 may file an application with the district court where the dissolved limited cooperative association’s principal office is located for a determination of the amount and form of security to be provided for payment of claims that […]
21-29,109 – Action by Attorney General.
21-29,109. Action by Attorney General. The Attorney General may maintain an action to restrain a foreign limited cooperative association from transacting business in this state in violation of the Nebraska Limited Cooperative Association Act. Source Laws 2007, LB368, § 109.