450.4701 Domestic limited liability companies; merger; plan. Sec. 701. (1) Two or more domestic limited liability companies may merge pursuant to a plan of merger approved as provided in section 702. (2) The plan of merger shall set forth all of the following: (a) The name of each constituent company and the name of the […]
450.4702 Merger; approval of plan by members; withdrawal and distribution. Sec. 702. (1) A plan of merger shall be submitted to the members of each constituent company for approval. A unanimous vote of the members entitled to vote in each constituent company is required to approve a merger, unless an operating agreement of a constituent […]
450.4703 Plan of merger; execution; certificate; contents and effectiveness. Sec. 703. (1) After a plan of merger is approved, a certificate of merger shall be executed as provided in section 103 and filed on behalf of each constituent company. The certificate shall set forth all of the following: (a) The statements required by section 701(2)(a) […]
450.4704 Merger; provisions. Sec. 704. When a merger takes effect, all of the following apply: (a) Every other constituent company merges into the surviving company and the separate existence of every constituent company except the surviving company ceases. (b) All property, real, personal, and mixed, all debts due on whatever account, including promises to make […]
450.4705 Merger of foreign limited liability companies with domestic limited liability companies; conditions; compliance and liability of surviving company. Sec. 705. (1) One or more foreign limited liability companies may merge with 1 or more domestic limited liability companies if both of the following are satisfied: (a) The merger is permitted by the law of […]
450.4705a Definitions; merger of domestic limited liability companies with business organizations. Sec. 705a. (1) As used in this section: (a) “Business organization” means a domestic or foreign corporation, domestic or foreign nonprofit corporation, limited partnership, general partnership, or any other type of domestic or foreign business enterprise, incorporated or unincorporated, except a domestic limited liability […]
450.4706 Abandoning plan of merger; procedure. Sec. 706. (1) Unless a plan of merger provides otherwise, at any time before the effective date of a certificate of merger, the merger may be abandoned in accordance with the procedure set forth in the plan of merger or, if no procedure to abandon the merger is set […]
450.4707 Conversion of domestic partnership or domestic limited partnership to limited liability company. Sec. 707. (1) A domestic partnership or domestic limited partnership may convert to a limited liability company in accordance with this section. (2) The terms and conditions of a conversion under this section shall be approved by the partners in the manner […]
450.4708 Conversion into business organization; requirements; effectiveness of certificate of conversion; foreign business organization as surviving business organization; “business organization” and “entity” defined. Sec. 708. (1) A domestic limited liability company may convert into a business organization if all of the following requirements are satisfied: (a) The conversion is permitted by the law that will […]
450.4709 Conversion of business organization into domestic limited liability company; requirements; effectiveness of certificate of conversion. Sec. 709. (1) A business organization may convert into a domestic limited liability company if all of the following requirements are satisfied: (a) The conversion is permitted by the law that governs the internal affairs of the business organization, […]
