§ 7-16-62 - Articles of merger or consolidation. - Rhode Island Statutes

SECTION 7-16-62

   § 7-16-62  Articles of merger orconsolidation. – (a) After a plan of merger or consolidation is approved by all domesticconstituent entities as provided in § 7-16-61, the surviving entity or thenew entity shall deliver in duplicate to the secretary of state for filingarticles of merger or consolidation duly executed by each constituent entitysetting forth:

   (1) The identity of each constituent entity by name, type andstate or other jurisdiction under whose laws it is organized or formed;

   (2) The plan of merger or consolidation;

   (3) The effective date of the merger or consolidation iflater than the date of filing of the articles of merger or consolidation;

   (4) The identity of the surviving entity or the new entity byname, type and state or other jurisdiction under whose laws it is organized orformed; and

   (5) A statement that the plan of merger was authorized andapproved by each constituent entity.

   (b) A merger or consolidation takes effect on the later ofthe effective date of the filing of the articles of merger or consolidation orthe date set forth in the plan of merger or consolidation.

   (c) Articles of merger or consolidation shall act as acertificate of cancellation for each domestic limited partnership party to themerger or consolidation which is not the surviving entity or the new entity.