16-16-1609 - Filings required for merger -- Effective date. - Utah Statutes

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16-16-1609. Filings required for merger -- Effective date.
(1) After each constituent entity has approved a merger, articles of merger shall be signedon behalf of each constituent entity by an authorized representative.
(2) The articles of merger shall include:
(a) the name and form of each constituent entity and the jurisdiction of its governingstatute;
(b) the name and form of the surviving entity, the jurisdiction of its governing statute,and, if the surviving entity is created by the merger, a statement to that effect;
(c) the date the merger is effective under the governing statute of the surviving entity;
(d) if the surviving entity is to be created by the merger and:
(i) will be a limited cooperative association, the limited cooperative association's articlesof organization; or
(ii) will be an entity other than a limited cooperative association, the organizationaldocument that creates the entity;
(e) if the surviving entity is not created by the merger, any amendments provided for inthe plan of merger to the organizational document that created the entity;
(f) a statement as to each constituent entity that the merger was approved as required bythe entity's governing statute;
(g) if the surviving entity is a foreign organization not authorized to transact business inthis state, the street address and, if different, mailing address of an office which the division mayuse for the purposes of Section 16-16-120; and
(h) any additional information required by the governing statute of any constituent entity.
(3) Each limited cooperative association that is a party to a merger shall deliver thearticles of merger to the division for filing.
(4) A merger becomes effective under this part:
(a) if the surviving entity is a limited cooperative association, upon the later of:
(i) compliance with Subsection (3); or
(ii) subject to Subsection 16-16-203(3), as specified in the articles of merger; or
(b) if the surviving entity is not a limited cooperative association, as provided by thegoverning statute of the surviving entity.

Amended by Chapter 378, 2010 General Session

State Codes and Statutes

Statutes > Utah > Title-16 > Chapter-16 > 16-16-1609

16-16-1609. Filings required for merger -- Effective date.
(1) After each constituent entity has approved a merger, articles of merger shall be signedon behalf of each constituent entity by an authorized representative.
(2) The articles of merger shall include:
(a) the name and form of each constituent entity and the jurisdiction of its governingstatute;
(b) the name and form of the surviving entity, the jurisdiction of its governing statute,and, if the surviving entity is created by the merger, a statement to that effect;
(c) the date the merger is effective under the governing statute of the surviving entity;
(d) if the surviving entity is to be created by the merger and:
(i) will be a limited cooperative association, the limited cooperative association's articlesof organization; or
(ii) will be an entity other than a limited cooperative association, the organizationaldocument that creates the entity;
(e) if the surviving entity is not created by the merger, any amendments provided for inthe plan of merger to the organizational document that created the entity;
(f) a statement as to each constituent entity that the merger was approved as required bythe entity's governing statute;
(g) if the surviving entity is a foreign organization not authorized to transact business inthis state, the street address and, if different, mailing address of an office which the division mayuse for the purposes of Section 16-16-120; and
(h) any additional information required by the governing statute of any constituent entity.
(3) Each limited cooperative association that is a party to a merger shall deliver thearticles of merger to the division for filing.
(4) A merger becomes effective under this part:
(a) if the surviving entity is a limited cooperative association, upon the later of:
(i) compliance with Subsection (3); or
(ii) subject to Subsection 16-16-203(3), as specified in the articles of merger; or
(b) if the surviving entity is not a limited cooperative association, as provided by thegoverning statute of the surviving entity.

Amended by Chapter 378, 2010 General Session

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State Codes and Statutes

Statutes > Utah > Title-16 > Chapter-16 > 16-16-1609

16-16-1609. Filings required for merger -- Effective date.
(1) After each constituent entity has approved a merger, articles of merger shall be signedon behalf of each constituent entity by an authorized representative.
(2) The articles of merger shall include:
(a) the name and form of each constituent entity and the jurisdiction of its governingstatute;
(b) the name and form of the surviving entity, the jurisdiction of its governing statute,and, if the surviving entity is created by the merger, a statement to that effect;
(c) the date the merger is effective under the governing statute of the surviving entity;
(d) if the surviving entity is to be created by the merger and:
(i) will be a limited cooperative association, the limited cooperative association's articlesof organization; or
(ii) will be an entity other than a limited cooperative association, the organizationaldocument that creates the entity;
(e) if the surviving entity is not created by the merger, any amendments provided for inthe plan of merger to the organizational document that created the entity;
(f) a statement as to each constituent entity that the merger was approved as required bythe entity's governing statute;
(g) if the surviving entity is a foreign organization not authorized to transact business inthis state, the street address and, if different, mailing address of an office which the division mayuse for the purposes of Section 16-16-120; and
(h) any additional information required by the governing statute of any constituent entity.
(3) Each limited cooperative association that is a party to a merger shall deliver thearticles of merger to the division for filing.
(4) A merger becomes effective under this part:
(a) if the surviving entity is a limited cooperative association, upon the later of:
(i) compliance with Subsection (3); or
(ii) subject to Subsection 16-16-203(3), as specified in the articles of merger; or
(b) if the surviving entity is not a limited cooperative association, as provided by thegoverning statute of the surviving entity.

Amended by Chapter 378, 2010 General Session