Kentucky Statutes 273.277 – Procedure for merger
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Any two (2) or more domestic corporations or a domestic corporation and a limited liability company may merge into one (1) of such corporations pursuant to a plan of merger approved in the manner provided in KRS § 273.161 to KRS § 273.390. Each corporation or limited liability company shall adopt a plan of merger setting forth:
(1) The names of the corporations or limited liability companies proposing to merge, and the name of the corporation into which they propose to merge, which is hereinafter designated as the surviving corporation.
(2) The terms and conditions of the proposed merger.
(3) A statement of any changes in the articles of incorporation of the surviving corporation to be effected by such merger.
(4) Such other provisions with respect to the proposed merger as are deemed necessary or desirable.
Effective: June 27, 2019
History: Amended 2019 Ky. Acts ch. 131, sec. 2, effective June 27, 2019. — Created
1968 Ky. Acts ch. 165, sec. 37.
(1) The names of the corporations or limited liability companies proposing to merge, and the name of the corporation into which they propose to merge, which is hereinafter designated as the surviving corporation.
Terms Used In Kentucky Statutes 273.277
- Company: may extend and be applied to any corporation, company, person, partnership, joint stock company, or association. See Kentucky Statutes 446.010
- 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.
- Corporation: may extend and be applied to any corporation, company, partnership, joint stock company, or association. See Kentucky Statutes 446.010
- Domestic: when applied to a corporation, partnership, business trust, or limited liability company, means all those incorporated or formed by authority of this state. See Kentucky Statutes 446.010
(2) The terms and conditions of the proposed merger.
(3) A statement of any changes in the articles of incorporation of the surviving corporation to be effected by such merger.
(4) Such other provisions with respect to the proposed merger as are deemed necessary or desirable.
Effective: June 27, 2019
History: Amended 2019 Ky. Acts ch. 131, sec. 2, effective June 27, 2019. — Created
1968 Ky. Acts ch. 165, sec. 37.