Iowa § 489.1022 Plan of merger

Iowa Statutes

§ 489.1022 — Plan of merger

Iowa § 489.1022

Title XIIBUSINESS ENTITIES

Ch. 489UNIFORM LIMITED LIABILITY COMPANY ACT

This text of Iowa § 489.1022 (Plan of merger) is published on Counsel Stack Legal Research, covering Iowa primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Iowa Code § 489.1022 (2026).

Text

1. A domestic limited liability company may become a party to a merger under this part by approving a plan of merger. The plan must be in a record and contain all of the following: a. As to each merging entity, its name, jurisdiction of formation, and type of entity. b. If the surviving entity is to be created in the merger, a statement to that effect and the entity’s name, jurisdiction of formation, and type of entity. c. The manner of converting the interests in each party to the merger into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing. d. If the surviving entity exists before the merger, any proposed amendments to all of the following:

(1)Its public organic record, if any.

(2)Its private organ

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1. A domestic limited liability company may become a party to a merger under this part
by approving a plan of merger. The plan must be in a record and contain all of the following:
a. As to each merging entity, its name, jurisdiction of formation, and type of entity.
b. If the surviving entity is to be created in the merger, a statement to that effect and the
entity’s name, jurisdiction of formation, and type of entity.
c. The manner of converting the interests in each party to the merger into interests,
securities, obligations, money, other property, rights to acquire interests or securities, or any
combination of the foregoing.
d. If the surviving entity exists before the merger, any proposed amendments to all of the
following:
(1) Its public organic record, if any.
(2) Its private organic rules that are, or are proposed to be, in a record.
e. If the surviving entity is to be created in the merger, all of the following:
(1) Its proposed public organic record, if any.
(2) The full text of its private organic rules that are proposed to be in a record.
f. The other terms and conditions of the merger.
g. Any other provision required by the law of a merging entity’s jurisdiction of formation
or the organic rules of a merging entity.
2. In addition to the requirements of subsection 1, a plan of merger may contain any other
provision not prohibited by law.