§ 48-2c-1407. Merger.

(1) One or more limited liability companies may merge with one or more other entities, pursuant to this section, if each company and entity that is a party to the merger approves a plan of merger and if the merger is permitted by the statutes governing each entity. The entity that survives may be a limited liability company or other entity.

(2) The plan of merger shall set forth:

(a) the name and type of each entity planning to merge;

(b) the name and type of the entity that will survive;

(c) the terms and conditions of the merger;

(d) the manner and basis of converting the ownership interests of each owner into ownership interests or obligations of the surviving entity, or any other entity, or into cash or other property in whole or in part; and

(e) if any party to the merger is an entity other than a limited liability company, any additional information required for a merger by the statutes governing that entity.

(3) The plan of merger may set forth:

(a) amendments to the articles of organization of a limited liability company, if that company is the surviving entity; and

(b) other provisions relating to the merger.

Enacted by Chapter 260, 2001 General Session