17-4619.   Effect of consolidation or merger.(a) In the case of a consolidation the existence of the consolidatingcooperatives shall cease and the articles of consolidation shall be deemedto be the articles of incorporation of the new cooperative; and in case ofa merger the separate existence of the merging cooperatives shall ceaseand the articles of incorporation of the surviving cooperatives shall beamended to the extent, if any, that changes therein are necessary in thearticles of merger;

      (b)   all the rights, privileges, immunities and franchises and allproperty, real and personal, including applications for membership, alldebts due on whatever account and all other choses in action, of each ofthe consolidating or merging cooperatives shall be deemed to betransferred to and vested in the new or surviving cooperative withoutfurther act or deed;

      (c)   the new or surviving cooperative shall be responsible and liablefor all the liabilities and obligations of each of the consolidating ormerging cooperatives and any claim existing or action or proceedingpending by or against any of the consolidating or merging cooperatives maybe prosecuted as if the consolidation or merger had not taken place, butthe new or surviving cooperative may be substituted in its place; and

      (d)   neither the rights of creditors nor any liens upon the property ofany such cooperatives shall be impaired by such consolidation or merger.

      History:   L. 1941, ch. 185, § 19; June 30.