Arkansas § 4-38-1023 Approval of merger

Arkansas Statutes

§ 4-38-1023 — Approval of merger

(a)A plan of merger is not effective unless it has been approved:

(1)by a domestic merging limited liability company, by all the members of the company entitled to vote on or consent to any matter; and (2) in a record, by each member of a domestic merging limited liability company which will have interest holder liability for debts, obligations, and other liabilities that are incurred after the merger becomes effective, unless:

(A)the operating agreement of the company provides in a record for the approval of a merger in which some or all of its members become subject to interest holder liability by the affirmative vote or consent of fewer than all the members; and (B) the member consented in a record to or voted for that provision of the operating agreement or became a member after the

Free access — add to your briefcase to read the full text and ask questions with AI

(a) A plan of merger is not effective unless it has been approved: (1) by a domestic merging limited liability company, by all the members of the company entitled to vote on or consent to any matter; and (2) in a record, by each member of a domestic merging limited liability company which will have interest holder liability for debts, obligations, and other liabilities that are incurred after the merger becomes effective, unless: (A) the operating agreement of the company provides in a record for the approval of a merger in which some or all of its members become subject to interest holder liability by the affirmative vote or consent of fewer than all the members; and (B) the member consented in a record to or voted for that provision of the operating agreement or became a member after the adoption of that provision. (b) A merger involving a domestic merging entity that is not a limited liability company is not effective unless the merger is approved by that entity in accordance with its organic law. (c) A merger involving a foreign merging entity is not effective unless the merger is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of formation.

Arkansas § 4-38-1023 (Approval of merger) — published by Counsel Stack Legal Research, free access to 12M+ legal documents.