§ 54-163. Effect of merger or consolidation. - North Carolina Statutes

§54‑163.  Effect of merger or consolidation.

When such merger orconsolidation has been effected:

(1)        The severalassociations, parties to the plan of merger or consolidation, shall be a singleassociation which, in the case of a merger, shall be that associationdesignated in the plan of merger as the surviving association, and, in the caseof a consolidation, shall be the new association provided for in the plan ofconsolidation.

(2)        The separateexistence of all associations which are parties  to the plan of merger orconsolidation, except the surviving or new association, shall cease.

(3)        Such surviving ornew association shall have all the rights,  privileges, immunities, and powersand shall be subject to all the duties and liabilities of an associationorganized under this Subchapter.

(4)        Such surviving ornew association shall thereupon and thereafter, to the extent consistent withits charter as established or changed by the merger or consolidation, possessall the rights, privileges, immunities, and franchises, as well of a public asof a private nature, of each of the merging or consolidating associations; andall property, real and personal, and all debts due on any account, and allother choses in action, and all and every other interest, of or belonging to ordue to each of the associations so merged or consolidated, shall be taken anddeemed to be transferred to and vested in such single association withoutfurther act or deed; and the title to any real estate, or any interest therein,vested in any of such associations shall not revert or be in any way impairedby reason of such merger or consolidation.

(5)        Such surviving ornew association shall thenceforth be responsible and liable for all theliabilities, contracts or other obligations, and penalties of each of theassociations so merged or consolidated; and any claim existing or action orproceeding, civil or criminal, pending by or against any of such associationsmay be prosecuted as if such merger or consolidation had not taken place, or suchsurviving or new association may be substituted in its place; and any judgmentsrendered against any of the merged or consolidated associations may be enforcedagainst the surviving or new association. Neither the rights of creditors norany liens upon the property of any merged or consolidated association shall beimpaired by such merger or consolidation.

(6)        In the case of amerger, the charter of the surviving association shall be deemed to be amendedto the extent, if any, that changes in its charter are stated in the plan ofmerger. In the case of a consolidation, the articles of consolidation shall bedeemed to be the articles of incorporation of the new association. (1963,c. 1168, s. 13.)