Terms Used In Hawaii Revised Statutes > Chapter 425 > Part VII - Mergers

• Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
• Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
• Association: means an association organized under chapter 421 or 421C. See Hawaii Revised Statutes 425-201
• Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
• Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
• Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
• Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
• Merger: means the procedure authorized by this part in which one domestic or foreign entity combines with one or more domestic or foreign entities resulting in either one surviving entity or one new entity. See Hawaii Revised Statutes 425-201
• Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
• Organizing articles: means :

  (1) For an association, corporation, or nonprofit corporation, the articles of incorporation;

  (2) For a general partnership or limited liability partnership, the registration statement;

  (3) For a limited partnership, the certificate of limited partnership; and

  (4) For a limited liability company, the articles of organization. See Hawaii Revised Statutes 425-201

• Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
• Service of process: The service of writs or summonses to the appropriate party.