17-4667.Same; effect.
(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. 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 consolidating or
merging cooperative 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
liabilities and obligations of each consolidating or merging cooperative 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.
(d) Neither the rights of creditors nor any liens upon the property of any
such cooperative shall be impaired by such consolidation or merger.
17-4667.Same; effect.
(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. 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 consolidating or
merging cooperative 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
liabilities and obligations of each consolidating or merging cooperative 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.
(d) Neither the rights of creditors nor any liens upon the property of any
such cooperative shall be impaired by such consolidation or merger.
17-4667.Same; effect.
(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. 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 consolidating or
merging cooperative 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
liabilities and obligations of each consolidating or merging cooperative 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.
(d) Neither the rights of creditors nor any liens upon the property of any
such cooperative shall be impaired by such consolidation or merger.