S.C. Code Ann. § 33-43-1304 – [Repealed eff January 1, 2001] Articles of merger

(A) The surviving limited liability company shall deliver to the Secretary of State articles of merger executed by each constituent limited liability company setting forth:
1. (1) the name and jurisdiction of formation or organization of each limited liability company which is to merge;
2. (2) that an agreement of merger has been approved and executed by each limited liability company which is a party to the merger;
3. (3) the name of the surviving or resulting limited liability company;
4. (4) the future effective date of the merger (which shall be a date or time certain) if it is not to be effective upon the filing of the articles of merger;
5. (5) that the agreement of merger is on file at a place of business of the surviving limited liability company, and the address of that place of business;
6. (6) that a copy of the agreement of merger will be furnished by the surviving limited liability company, on request and without cost, to any person holding an interest in any limited liability company which is to merge; and
7. (7) if the surviving or resulting limited liability company is not a limited liability company organized under the laws of this State, a statement that such surviving limited liability company:
  1. (a) agrees that it may be served with process in this State in any proceeding for enforcement of any obligation of any limited liability company party to the merger that was organized under the laws of this State, as well as for enforcement of any obligation of the surviving limited liability company or the new limited liability company arising from the merger; and
  2. (b) appoints the Secretary of State as its agent for service of process in any such proceeding, and the surviving limited liability company or the new limited liability company shall specify the address to which a copy of the process shall be mailed to it by the Secretary of State.
(B) A merger takes effect upon the later of the effective date of the filing of the articles of merger or the date set forth in the articles of merger.
(C) The articles of merger shall be executed by a limited liability company that is a party to the merger in the manner provided for in Section 33-43-204 and shall be filed with the Secretary of State in the manner provided for in Section 33-43-205.
(D) Articles of merger shall constitute articles of dissolution for a limited liability company which is not the surviving limited liability company in the merger.
(E) An agreement of merger approved in accordance with Sections 33-43-1302 and 33-43-1303 may affect any amendment to an operating agreement or affect the adoption of a new operating agreement for a limited liability company if it is the surviving limited liability company in the merger. An approved agreement of merger may also provide that the operating agreement of any constituent limited liability company to the merger (including a limited liability company formed for the purpose of consummating a merger) shall be the operating agreement of the surviving or resulting limited liability company. Any amendment to an operating agreement or adoption of a new operating agreement made pursuant to this subsection (E) shall be effective at the effective time or date of the merger.
(F) For purposes of this section, except with respect to subsections (A)(7) and (D), the term "limited liability company" shall include both domestic and foreign limited liability companies.