17-4619.Effect of consolidation or merger.
(a) In the case of a consolidation the existence of the consolidating
cooperatives shall cease and the articles of consolidation shall be deemed
to be the articles of incorporation of the new cooperative; and in case of
a merger the separate existence of the merging cooperatives shall cease
and the articles of incorporation of the surviving cooperatives shall be
amended to the extent, if any, that changes therein are necessary in the
articles of merger;
(b) all the rights, privileges, immunities and franchises and all
property, real and personal, including applications for membership, all
debts due on whatever account and all other choses in action, of each of
the consolidating or merging cooperatives shall be deemed to be
transferred to and vested in the new or surviving cooperative without
further act or deed;
(c) the new or surviving cooperative shall be responsible and liable
for all the liabilities and obligations of each of the consolidating or
merging cooperatives and any claim existing or action or proceeding
pending by or against any of the consolidating or merging cooperatives may
be prosecuted as if the consolidation or merger had not taken place, but
the new or surviving cooperative may be substituted in its place; and
(d) neither the rights of creditors nor any liens upon the property of
any such cooperatives shall be impaired by such consolidation or merger.
17-4619.Effect of consolidation or merger.
(a) In the case of a consolidation the existence of the consolidating
cooperatives shall cease and the articles of consolidation shall be deemed
to be the articles of incorporation of the new cooperative; and in case of
a merger the separate existence of the merging cooperatives shall cease
and the articles of incorporation of the surviving cooperatives shall be
amended to the extent, if any, that changes therein are necessary in the
articles of merger;
(b) all the rights, privileges, immunities and franchises and all
property, real and personal, including applications for membership, all
debts due on whatever account and all other choses in action, of each of
the consolidating or merging cooperatives shall be deemed to be
transferred to and vested in the new or surviving cooperative without
further act or deed;
(c) the new or surviving cooperative shall be responsible and liable
for all the liabilities and obligations of each of the consolidating or
merging cooperatives and any claim existing or action or proceeding
pending by or against any of the consolidating or merging cooperatives may
be prosecuted as if the consolidation or merger had not taken place, but
the new or surviving cooperative may be substituted in its place; and
(d) neither the rights of creditors nor any liens upon the property of
any such cooperatives shall be impaired by such consolidation or merger.
17-4619.Effect of consolidation or merger.
(a) In the case of a consolidation the existence of the consolidating
cooperatives shall cease and the articles of consolidation shall be deemed
to be the articles of incorporation of the new cooperative; and in case of
a merger the separate existence of the merging cooperatives shall cease
and the articles of incorporation of the surviving cooperatives shall be
amended to the extent, if any, that changes therein are necessary in the
articles of merger;
(b) all the rights, privileges, immunities and franchises and all
property, real and personal, including applications for membership, all
debts due on whatever account and all other choses in action, of each of
the consolidating or merging cooperatives shall be deemed to be
transferred to and vested in the new or surviving cooperative without
further act or deed;
(c) the new or surviving cooperative shall be responsible and liable
for all the liabilities and obligations of each of the consolidating or
merging cooperatives and any claim existing or action or proceeding
pending by or against any of the consolidating or merging cooperatives may
be prosecuted as if the consolidation or merger had not taken place, but
the new or surviving cooperative may be substituted in its place; and
(d) neither the rights of creditors nor any liens upon the property of
any such cooperatives shall be impaired by such consolidation or merger.