Utah § 48-1d-1025 Statement of merger.

Utah Statutes

§ 48-1d-1025 — Statement of merger.

Utah·Title 48 Unincorporated Business Entity Act·Ch. 48-1d Utah Uniform Partnership Act·Part 48-1d-10 Merger, Interest Exchange, Conversion, and Domestication

(1)A statement of merger must be signed by each merging entity and delivered to the division for filing.

(2)A statement of merger must contain:

(2)(a) the name, jurisdiction of formation, and type of entity of each merging entity that is not the surviving entity;

(2)(b) the name, jurisdiction of formation, and type of entity of the surviving entity;

(2)(c) a statement that the merger was approved by each domestic merging entity, if any, in accordance with Sections 48-1d-1021 through 48-1d-1026 and by each foreign merging entity, if any, in accordance with the law of its jurisdiction of formation;

(2)(d) if the surviving entity exists before the merger and is a domestic filing entity, any amendment to its public organic record approved as part of the plan of merger;

(2)(e) if the survivi

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(1) A statement of merger must be signed by each merging entity and delivered to the division for filing.
(2) A statement of merger must contain:

(2)(a) the name, jurisdiction of formation, and type of entity of each merging entity that is not the surviving entity;
(2)(b) the name, jurisdiction of formation, and type of entity of the surviving entity;
(2)(c) a statement that the merger was approved by each domestic merging entity, if any, in accordance with Sections 48-1d-1021 through 48-1d-1026 and by each foreign merging entity, if any, in accordance with the law of its jurisdiction of formation;
(2)(d) if the surviving entity exists before the merger and is a domestic filing entity, any amendment to its public organic record approved as part of the plan of merger;
(2)(e) if the surviving entity is created by the merger and is a domestic filing entity, its public organic record, as an attachment;
(2)(f) if the surviving entity is created by the merger and is a domestic limited liability partnership, its statement of qualification, as an attachment; and
(2)(g) if the surviving entity is a foreign entity that is not a registered foreign entity, a mailing address to which the division may send any process served on the division pursuant to Subsection 48-1d-1026(5).
(3) In addition to the requirements of Subsection (2), a statement of merger may contain any other provision not prohibited by law.
(4) If the surviving entity is a domestic entity, its public organic record, if any, must satisfy the requirements of the law of this state, except that the public organic record does not need to be signed.
(5) A plan of merger that is signed by all the merging entities and meets all the requirements of Subsection (2) may be delivered to the division for filing instead of a statement of merger and on filing has the same effect. If a plan of merger is filed as provided in this Subsection (5), references in this part to a statement of merger refer to the plan of merger filed under this Subsection (5).

Utah § 48-1d-1025 (Statement of merger.) — published by Counsel Stack Legal Research, free access to 12M+ legal documents.