§ 19-7-5 General effect of merger orconsolidation. – Upon the merger or consolidation of a financial institution with one or morebanks in accordance with the provisions of this chapter:
(1) All of the property of each predecessor bank, includingall its right, title, and interest in and to all assets of any conceivablevalue or benefit then existing, belonging or pertaining to it, shallimmediately, by act of law and without conveyance or transfer, and without anyfurther act or deed, be vested in and become that of the successor bank. Thesuccessor bank shall have, hold, and enjoy the right, privilege, interest, orasset in its own right as fully and to the same extent as when it waspossessed, held, or enjoyed by the predecessor bank; and
(ii) The successor bank shall be deemed to be a continuationof the entity and identity of the predecessor bank, and all the rights,obligations, and relations of the predecessor bank to or in respect to anyperson, estate, creditor, depositor, trustee, or beneficiary of any trust andin respect to any executorship or trusteeship or trust or other fiduciaryfunction, including appointments, designations, and nominations, shall remainunimpaired. The successor bank shall succeed to all rights, obligations,relations, and trusts including appointments, designations, and nominations,and the duties and liabilities connected the predecessor bank, and shallexecute and perform each and every trust and relation in the same manner as ifthe successor bank had itself assumed the trust or relation, including theobligations and liabilities connected with the predecessor bank.
(iii) If the predecessor bank was acting as administrator,co-administrator, executor, co-executor, trustee, or co-trustee of, or inrespect to, any estate or trust being administered under the laws of this stateand, to the extent permitted by the laws of this state, the laws of any otherstate, such relations as well as any other similar fiduciary relations, and allrights, privileges, duties, and obligations connected with the predecessorbank, shall remain unimpaired and shall continue into and in the successorbank, irrespective of the date when any of these relations may have beencreated or established, irrespective of the date of any trust agreementrelating thereto or the death of any testator or decedent whose estate is beingadministered.
(2) Nothing done in connection with the merger orconsolidation of the bank shall, in respect to any executorship, trusteeship,or similar fiduciary relation, be deemed to be or to effect, under the laws ofthis state, a renunciation of any letters of administration or letterstestamentary pertaining to that relation, or a removal or resignation from anyexecutorship or trusteeship, nor shall the act or any other thing done bedeemed to be of the same effect as if the executor or trustee had died orotherwise become incompetent to act.
(3) A pending action or other judicial proceeding to whichany of the constituent banks is a party shall not be deemed to have abated orto have discontinued by reason of the merger or consolidation, but may beprosecuted to final judgment, order, or decree in the same manner as if themerger or consolidation had not occurred; or the successor bank may besubstituted as a party to any action or proceeding to which the predecessorbank was a party, and any judgment, order, or decree may be rendered for oragainst the successor bank that might have been rendered for or against thepredecessor bank, if the merger or consolidation had not occurred.
(4) After merger or consolidation, a foreclosure of amortgage begun by any predecessor bank may be completed by the successor bank,and publication begun by the predecessor bank may be continued in the name ofthe successor bank. Any certificate of possession, affidavit of sale, orforeclosure deed relative to the foreclosure shall be executed by the properofficers on behalf of whichever of the constituent banks actually tookpossession or made the sale, but any instrument executed on behalf of thesuccessor bank shall recite that it is the successor of the predecessor bankwhich commenced the foreclosure.
(5) A new name may be adopted as the name of the successorbank as part of the plan of merger or consolidation, and it shall, withoutfurther action, become the name of the successor bank upon the effective dateof the merger or consolidation.
(6) The offices and branches of any bank merged orconsolidated under the provisions of this chapter may be maintained as branchoffices of the successor bank with the written permission of, and under theconditions, if any, set forth by the director or the director's designee,whether or not the branch offices shall be in more than one state.
§ 19-7-5 General effect of merger orconsolidation. – Upon the merger or consolidation of a financial institution with one or morebanks in accordance with the provisions of this chapter:
(1) All of the property of each predecessor bank, includingall its right, title, and interest in and to all assets of any conceivablevalue or benefit then existing, belonging or pertaining to it, shallimmediately, by act of law and without conveyance or transfer, and without anyfurther act or deed, be vested in and become that of the successor bank. Thesuccessor bank shall have, hold, and enjoy the right, privilege, interest, orasset in its own right as fully and to the same extent as when it waspossessed, held, or enjoyed by the predecessor bank; and
(ii) The successor bank shall be deemed to be a continuationof the entity and identity of the predecessor bank, and all the rights,obligations, and relations of the predecessor bank to or in respect to anyperson, estate, creditor, depositor, trustee, or beneficiary of any trust andin respect to any executorship or trusteeship or trust or other fiduciaryfunction, including appointments, designations, and nominations, shall remainunimpaired. The successor bank shall succeed to all rights, obligations,relations, and trusts including appointments, designations, and nominations,and the duties and liabilities connected the predecessor bank, and shallexecute and perform each and every trust and relation in the same manner as ifthe successor bank had itself assumed the trust or relation, including theobligations and liabilities connected with the predecessor bank.
(iii) If the predecessor bank was acting as administrator,co-administrator, executor, co-executor, trustee, or co-trustee of, or inrespect to, any estate or trust being administered under the laws of this stateand, to the extent permitted by the laws of this state, the laws of any otherstate, such relations as well as any other similar fiduciary relations, and allrights, privileges, duties, and obligations connected with the predecessorbank, shall remain unimpaired and shall continue into and in the successorbank, irrespective of the date when any of these relations may have beencreated or established, irrespective of the date of any trust agreementrelating thereto or the death of any testator or decedent whose estate is beingadministered.
(2) Nothing done in connection with the merger orconsolidation of the bank shall, in respect to any executorship, trusteeship,or similar fiduciary relation, be deemed to be or to effect, under the laws ofthis state, a renunciation of any letters of administration or letterstestamentary pertaining to that relation, or a removal or resignation from anyexecutorship or trusteeship, nor shall the act or any other thing done bedeemed to be of the same effect as if the executor or trustee had died orotherwise become incompetent to act.
(3) A pending action or other judicial proceeding to whichany of the constituent banks is a party shall not be deemed to have abated orto have discontinued by reason of the merger or consolidation, but may beprosecuted to final judgment, order, or decree in the same manner as if themerger or consolidation had not occurred; or the successor bank may besubstituted as a party to any action or proceeding to which the predecessorbank was a party, and any judgment, order, or decree may be rendered for oragainst the successor bank that might have been rendered for or against thepredecessor bank, if the merger or consolidation had not occurred.
(4) After merger or consolidation, a foreclosure of amortgage begun by any predecessor bank may be completed by the successor bank,and publication begun by the predecessor bank may be continued in the name ofthe successor bank. Any certificate of possession, affidavit of sale, orforeclosure deed relative to the foreclosure shall be executed by the properofficers on behalf of whichever of the constituent banks actually tookpossession or made the sale, but any instrument executed on behalf of thesuccessor bank shall recite that it is the successor of the predecessor bankwhich commenced the foreclosure.
(5) A new name may be adopted as the name of the successorbank as part of the plan of merger or consolidation, and it shall, withoutfurther action, become the name of the successor bank upon the effective dateof the merger or consolidation.
(6) The offices and branches of any bank merged orconsolidated under the provisions of this chapter may be maintained as branchoffices of the successor bank with the written permission of, and under theconditions, if any, set forth by the director or the director's designee,whether or not the branch offices shall be in more than one state.
§ 19-7-5 General effect of merger orconsolidation. – Upon the merger or consolidation of a financial institution with one or morebanks in accordance with the provisions of this chapter:
(1) All of the property of each predecessor bank, includingall its right, title, and interest in and to all assets of any conceivablevalue or benefit then existing, belonging or pertaining to it, shallimmediately, by act of law and without conveyance or transfer, and without anyfurther act or deed, be vested in and become that of the successor bank. Thesuccessor bank shall have, hold, and enjoy the right, privilege, interest, orasset in its own right as fully and to the same extent as when it waspossessed, held, or enjoyed by the predecessor bank; and
(ii) The successor bank shall be deemed to be a continuationof the entity and identity of the predecessor bank, and all the rights,obligations, and relations of the predecessor bank to or in respect to anyperson, estate, creditor, depositor, trustee, or beneficiary of any trust andin respect to any executorship or trusteeship or trust or other fiduciaryfunction, including appointments, designations, and nominations, shall remainunimpaired. The successor bank shall succeed to all rights, obligations,relations, and trusts including appointments, designations, and nominations,and the duties and liabilities connected the predecessor bank, and shallexecute and perform each and every trust and relation in the same manner as ifthe successor bank had itself assumed the trust or relation, including theobligations and liabilities connected with the predecessor bank.
(iii) If the predecessor bank was acting as administrator,co-administrator, executor, co-executor, trustee, or co-trustee of, or inrespect to, any estate or trust being administered under the laws of this stateand, to the extent permitted by the laws of this state, the laws of any otherstate, such relations as well as any other similar fiduciary relations, and allrights, privileges, duties, and obligations connected with the predecessorbank, shall remain unimpaired and shall continue into and in the successorbank, irrespective of the date when any of these relations may have beencreated or established, irrespective of the date of any trust agreementrelating thereto or the death of any testator or decedent whose estate is beingadministered.
(2) Nothing done in connection with the merger orconsolidation of the bank shall, in respect to any executorship, trusteeship,or similar fiduciary relation, be deemed to be or to effect, under the laws ofthis state, a renunciation of any letters of administration or letterstestamentary pertaining to that relation, or a removal or resignation from anyexecutorship or trusteeship, nor shall the act or any other thing done bedeemed to be of the same effect as if the executor or trustee had died orotherwise become incompetent to act.
(3) A pending action or other judicial proceeding to whichany of the constituent banks is a party shall not be deemed to have abated orto have discontinued by reason of the merger or consolidation, but may beprosecuted to final judgment, order, or decree in the same manner as if themerger or consolidation had not occurred; or the successor bank may besubstituted as a party to any action or proceeding to which the predecessorbank was a party, and any judgment, order, or decree may be rendered for oragainst the successor bank that might have been rendered for or against thepredecessor bank, if the merger or consolidation had not occurred.
(4) After merger or consolidation, a foreclosure of amortgage begun by any predecessor bank may be completed by the successor bank,and publication begun by the predecessor bank may be continued in the name ofthe successor bank. Any certificate of possession, affidavit of sale, orforeclosure deed relative to the foreclosure shall be executed by the properofficers on behalf of whichever of the constituent banks actually tookpossession or made the sale, but any instrument executed on behalf of thesuccessor bank shall recite that it is the successor of the predecessor bankwhich commenced the foreclosure.
(5) A new name may be adopted as the name of the successorbank as part of the plan of merger or consolidation, and it shall, withoutfurther action, become the name of the successor bank upon the effective dateof the merger or consolidation.
(6) The offices and branches of any bank merged orconsolidated under the provisions of this chapter may be maintained as branchoffices of the successor bank with the written permission of, and under theconditions, if any, set forth by the director or the director's designee,whether or not the branch offices shall be in more than one state.
