§ 10-15-42 — Articles of merger or consolidation - Effect

North Dakota § 10-15-42

• Jurisdiction: North Dakota
• Title 10: Corporations
• Ch. 10-15: Cooperative Associations

Text

1. Articles of merger or consolidation shall set forth the approved plan and such other
information as is required by section 10-15-38. They shall be signed by two principal
officers of each association merging or consolidating, sealed with the seal of each
such association if any, and filed as an amendment to the articles. Unless otherwise
specified in the plan, the merger or consolidation is effective when the articles are so
filed.
2. After the effective date, the associations which are parties to the plan become a single
association. In the case of a merger, the surviving association is that association so
designated in the plan. In the case of a consolidation, the new association is the
association provided for in the plan. The separate existence of all associations which
are parties to the plan, except the surviving or new association, then ceases.
3. The surviving or new association possesses all the rights and all the property of each
of the individual associations and is responsible for all their obligations. Title to any
property is vested in the surviving or new association with no reversion or impairment
thereof caused by the merger or consolidation. No right of any creditor may be
impaired by the merger or consolidation without the creditor's consent.
4. The articles of the surviving association are deemed amended to the extent provided
in the plan of merger.