Note: This version of section effective until 1-1-2018. See also following repeal of this chapter, effective 1-1-2018.
- (1) every other party to the merger merges into the surviving limited liability company and the separate existence of every limited liability company except the surviving limited liability company ceases;
- (2) the title to all real estate and other property owned by each party to the merger is vested in the surviving limited liability company without reversion or impairment;
- (3) the surviving limited liability company has all liabilities of each party to the merger;
- (4) a proceeding pending against a party to the merger may be continued as if the merger did not occur or the surviving limited liability company may be substituted in the proceeding for each limited liability company whose existence ceased;
- (5) the articles of organization of the surviving limited liability company are amended to the extent provided in the plan of merger; and
- (6) the interests of each party to the merger that are to be converted into interests, obligations, or other securities of the surviving limited liability company or cash or other property are converted and the former holders of interests are entitled only to the rights provided in the articles of merger.
Sec. 5. When a merger takes effect:
As added by P.L.8-1993, SEC.301.