§ 67-450 — Merger of partnerships

Nebraska § 67-450

• Jurisdiction: Nebraska
• Ch. 67: Partnerships

Text

(1) Pursuant to a plan of merger approved as provided in
subsection (3) of this section, a partnership may be merged with one or more
partnerships or limited partnerships.
(2) The plan of merger must set forth:
(a) The name of each partnership or limited partnership that
is a party to the merger;
(b) The name of the surviving entity into which the other
partnerships or limited partnerships will merge;
(c) Whether the surviving entity is a partnership or a limited
partnership and the status of each partner;
(d) The terms and conditions of the merger;
(e) The manner and basis of converting the interests of each
party to the merger into interests or obligations of the surviving entity
or into money or other property in whole or in part; and
(f) The street address of the surviving entity's chief executive
office.
(3) The plan of merger must be approved in the case of a partnership that is a party
to the merger, by all of the partners, or a number or percentage specified
for merger in the partnership agreement.
(4)
After a plan of merger is approved and before the merger takes effect, the
plan may be amended or abandoned as provided in the plan.
(5) The merger takes effect on the later of:
(a) The approval of the plan of merger by all parties to
the merger, as provided in subsection (3) of this section;
(b) The filing of all documents required by law to be filed
as a condition to the effectiveness of the merger; or
(c) Any effective date specified in the plan of merger.

Legislative History

Source: Laws 1997, LB 523, § 50; Laws 2012, LB1018, § 15.