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23-0.6-2-1. Right to Merge

Sec. 1. (a) Except as otherwise provided in this section, by complying with this chapter: (1) one (1) or more domestic entities may merge with one (1) or more domestic or foreign entities into a domestic or foreign surviving entity; and (2) two (2) or more foreign entities may merge into a domestic entity. (b) […]

23-0.6-2-1. Right to Merge

Sec. 1. (a) Except as otherwise provided in this section, by complying with this chapter: (1) one (1) or more domestic entities may merge with one (1) or more domestic or foreign entities into a domestic or foreign surviving entity; and (2) two (2) or more foreign entities may merge into a domestic entity. (b) […]

23-0.6-2-2. Plan of Merger; Contents

Sec. 2. (a) A domestic entity may become a party to a merger under this chapter by approving a plan of merger. The plan must be in a record and contain: (1) as to each merging entity, its name, jurisdiction of formation, and type of entity; (2) the manner of converting the interests in each […]

23-0.6-2-2. Plan of Merger; Contents

Sec. 2. (a) A domestic entity may become a party to a merger under this chapter by approving a plan of merger. The plan must be in a record and contain: (1) as to each merging entity, its name, jurisdiction of formation, and type of entity; (2) the manner of converting the interests in each […]

23-0.6-2-3. Approval of Plan or Merger

Sec. 3. (a) A plan of merger is not effective unless it has been approved: (1) by a domestic merging entity: (A) in accordance with the requirements, if any, in its organic law and organic rules for approval of the merger; or (B) by all the interest holders of the entity entitled to vote on […]

23-0.6-2-3. Approval of Plan or Merger

Sec. 3. (a) A plan of merger is not effective unless it has been approved: (1) by a domestic merging entity: (A) in accordance with the requirements, if any, in its organic law and organic rules for approval of the merger; or (B) by all the interest holders of the entity entitled to vote on […]

23-0.6-2-4. Amendment or Abandonment of Plan of Merger

Sec. 4. (a) A plan of merger may be amended only with the consent of each party to the plan, except as otherwise provided in the plan. (b) A domestic merging entity may approve an amendment of a plan of merger: (1) in the same manner as the plan was approved, if the plan does […]

23-0.6-2-4. Amendment or Abandonment of Plan of Merger

Sec. 4. (a) A plan of merger may be amended only with the consent of each party to the plan, except as otherwise provided in the plan. (b) A domestic merging entity may approve an amendment of a plan of merger: (1) in the same manner as the plan was approved, if the plan does […]

23-0.6-2-5. Filing Articles of Merger; Contents; Surviving Entity

Sec. 5. (a) Articles of merger must be signed by each merging entity and delivered to the secretary of state for filing. (b) Articles of merger must contain: (1) the name, jurisdiction of formation, and type of entity of each merging entity that is not the surviving entity; (2) the name, jurisdiction of formation, and […]

23-0.6-2-5. Filing Articles of Merger; Contents; Surviving Entity

Sec. 5. (a) Articles of merger must be signed by each merging entity and delivered to the secretary of state for filing. (b) Articles of merger must contain: (1) the name, jurisdiction of formation, and type of entity of each merging entity that is not the surviving entity; (2) the name, jurisdiction of formation, and […]

23-0.6-2-6. Effect of Merger

Sec. 6. (a) When a merger under this chapter becomes effective: (1) the surviving entity continues; (2) each merging entity that is not the surviving entity ceases to exist; (3) all property of each merging entity vests in the surviving entity without transfer, reversion, or impairment; (4) all debts, obligations, and other liabilities of each […]

23-0.6-2-6. Effect of Merger

Sec. 6. (a) When a merger under this chapter becomes effective: (1) the surviving entity continues; (2) each merging entity that is not the surviving entity ceases to exist; (3) all property of each merging entity vests in the surviving entity without transfer, reversion, or impairment; (4) all debts, obligations, and other liabilities of each […]