1. (a) After each constituent company has approved a merger, articles of merger shall be signed on behalf of each constituent company, as provided in § 29-802.03(a).

2. (b) Articles of merger under this section shall include:

   1. (1) The name of each constituent company and the jurisdiction of its governing statute;
   2. (2) The name of the surviving company, the jurisdiction of its governing statute, and, if the surviving company is created by the merger, a statement to that effect;
   3. (3) The date the merger is effective under the governing statute of the surviving company;
   4. (4) If the surviving company is to be created by the merger, the company’s certificate of organization;
   5. (5) If the surviving company preexists the merger, any amendments provided for in the plan of merger for its certificate of organization;
   6. (6) A statement as to each constituent company that the merger was approved as required by the company’s governing statute;
   7. (7) If the surviving company is a foreign limited liability company not authorized to do business in the District, the street and mailing addresses of an office that the Mayor may use for the purposes of § 29-809.05(b); and
   8. (8) Any additional information required by the governing statute of any constituent company.
3. (c) Each constituent company shall deliver the articles of merger for filing with the Mayor.

4. (d) A merger shall be effective under this chapter upon the later of:

   1. (1) Compliance with subsection (c) of this section; or
   2. (2) Subject to § 29-802.05(c) and subchapter II of Chapter 2 of this title, as specified in the articles of merger.

History

July 2, 2011, D.C. Law 18-378, § 2, 58 DCR 1720

Editor's Notes

Uniform Law: This section is based on § 1004 of the Uniform Limited Company Act (2006 Act).

Section References

This section is referenced in § 29-809.03.