§ 366. Statement of division; effectiveness
Purdon's Pennsylvania Statutes and Consolidated StatutesTitle 15 Pa.C.S.A. Corporations and Unincorporated AssociationsEffective: February 21, 2017
Effective: February 21, 2017
15 Pa.C.S.A. § 366
Formerly cited as PA ST 15 Pa.C.S.A. § 1954; PA ST 15 Pa.C.S.A. § 1955; PA ST 15 Pa.C.S.A. § 1956; PA ST 15 Pa.C.S.A. § 5954; PA ST 15 Pa.C.S.A. § 5955; PA ST 15 Pa.C.S.A. § 5956; PA ST 15 Pa.C.S.A. § 8579; PA ST 15 Pa.C.S.A. § 8964
§ 366. Statement of division; effectiveness
(iv) if it is a domestic filing association, domestic limited liability partnership or registered foreign association, the address of its registered office, including street and number, if any, in this Commonwealth, subject to section 109 (relating to name of commercial registered office provider in lieu of registered address);
(7) For each resulting association created by the division that is a domestic entity, its public organic record, if any, as an attachment. The public organic record does not need to state the name or address of an incorporator of a corporation, organizer of a limited liability company or similar person with respect to any other type of entity.
(10) The property and liabilities of the dividing association that are to be allocated to each resulting association, but it shall not be necessary to list in the statement of division each individual liability or item of property of the dividing association to be allocated to a resulting association so long as the liabilities and property are described in a reasonable manner.
(d) New domestic entity.--If a new association is a domestic entity, its public organic record, if any, must satisfy the requirements of the laws of this Commonwealth, except that it does not need to be signed and may omit any provision that is not required to be included in a restatement of the public organic record.
(e) Filing of plan.--A plan of division that is signed by the dividing association and meets all of the requirements of subsection (b) may be delivered to the department for filing instead of a statement of division and on filing has the same effect. If a plan of division is filed as provided in this subsection, references in this chapter to a statement of division refer to the plan of division filed under this subsection.
(h) Coordination of transactions.--A new association may be a party to another transaction under this chapter that takes effect simultaneously with the division. The new association shall be deemed to exist before the effectiveness of the other transaction, but solely for the purpose of being a party to the other transaction. The plan relating to the other transaction shall be deemed to have been approved by the new association if the plan is approved by the dividing association in connection with its approval of the plan of division. The statement that is delivered to the department for filing with respect to the other transaction shall state that it was approved by the new association under this subsection.
Credits
2014, Oct. 22, P.L. 2640, No. 172, § 9, effective July 1, 2015. Amended 2016, Nov. 21, P.L. 1328, No. 170, § 2.1, effective in 90 days [Feb. 21, 2017].
15 Pa.C.S.A. § 366, PA ST 15 Pa.C.S.A. § 366
Current through Act 11 of the 2024 Regular Session. Some statute sections may be more current, see credits for details.
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