§ 9A-909. Effects of consummation
West's Annotated Code of MarylandCorporations and Associations
MD Code, Corporations and Associations, § 9A-909
§ 9A-909. Effects of consummation
(b) The separate existence of each partnership, limited liability company, limited partnership, corporation, or business trust party to the articles, except the successor, ceases.
(c) The interest of each partner of a partnership party to the articles of merger that are to be converted or exchanged under the terms of the articles of merger cease to exist, subject to the rights of an objecting partner under § 9A-905 of this subtitle.
(d) In addition to any other purposes and powers set forth in the articles of merger, if the articles provide, the successor has the purpose and powers of each party to the articles.
(e)(1) The assets of each party to the articles of merger, including any legacies that it would have been capable of taking, transfer to, vest in, and devolve upon the successor without further act or deed.
(2) Confirmatory deeds, assignments, or similar instruments to evidence the transfer may be executed and delivered at any time in the name of the nonsurviving party to the articles of merger by its last acting authorized persons, general partners, officers, trustees, or by the appropriate authorized persons, general partners, officers, or trustees, or members of the successor.
(f)(1)(i) The successor is liable for all the debts and obligations of each nonsurviving party to the articles of merger.
(g) A partner of the surviving partnership is liable for:
Credits
Added as Corporations and Associations § 9-909 by Acts 1997, c. 654, § 2, eff. July 1, 1998. Renumbered as Corporations and Associations § 9A-909 by Acts 1998, c. 743, § 1, eff. June 1, 1998.
MD Code, Corporations and Associations, § 9A-909, MD CORP & ASSNS § 9A-909
Current through legislation effective through April 9, 2023, from the 2024 Regular Session of the General Assembly. Some statute sections may be more current, see credits for details.
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