N.D. Cent. Code § 45-10.2-100 (2025)
1. A limited partnership may merge with one or more other constituent organizations pursuant to this section and sections 45-10.2-101 through 45-10.2-103 and a plan of merger, if: a. The governing statute of each of the other organizations authorizes the merger; b. The merger is not prohibited by the law of a jurisdiction that enacted any of those governing statutes; and c. Each of the other organizations complies with its governing statute in effecting the merger.
2. For the purposes of sections 45-10.2-100 through 45-10.2-103, "originating record" means for an organization that is: a. A corporation, its articles of incorporation; b. A limited liability company, its articles of organization; c. A limited partnership, its certificate of limited partnership; d. A limited liability partnership, its registration; and e. A limited liability limited partnership, its certificate of limited liability limited partnership.
3. A plan of merger must be in a record and must include: a. The name and form of each constituent organization; b. The name and form of the surviving organization and: (1) If the surviving organization is to be created by the merger, then: (a) A statement to that effect; and (b) Its organizational record; or (2) If the surviving organization is not to be created by the merger, then any amendments to be made to the organizational record of the surviving organization; c. The terms and conditions of the merger; d. The manner and basis for converting the interests in each constituent organization into any combination of money, interests in the surviving organization, and other consideration; and e. Any other provisions with respect to the proposed merger that are deemed to be necessary or desirable.