LD 2290
pg. 23
Page 22 of 31 An Act to Improve Business Entity Filings and Authorize Mergers, Consolidations... Page 24 of 31
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LR 3693
Item 1

 
F. Other provisions relating to the proposed merger or
consolidation determined necessary or desirable.

 
Sec. 28. 31 MRSA §744, sub-§1, as enacted by PL 1993, c. 718, Pt. A,
§1, is amended to read:

 
1. Certificate of merger or consolidation. The limited
liability company or other business entity surviving or resulting
from the merger or consolidation shall deliver to the Secretary
of State a certificate of merger or consolidation executed by
each constituent limited liability company or other business
entity setting forth:

 
A. The name and current jurisdiction of organization of
each limited liability company or other business entity that
is to merge or consolidate;

 
B. That an agreement of merger or consolidation has been
approved and executed by each limited liability entity
company or other business entity that is a party to the
merger or consolidation;

 
C. The name of the surviving or resulting limited liability
company or other business entity;

 
D. The date when the merger or consolidation is to take
effect, if the effective date is postponed to a date, not to
exceed 60 days, subsequent to the filing date of the
certificate of merger or consolidation;

 
E. That the agreement of merger or consolidation is on file
at a place of business of the surviving or resulting limited
liability company or other business entity and shall must
state the address thereof of the entity;

 
F. That a copy of the agreement of merger or consolidation
will be furnished by the surviving or resulting limited
liability company or other business entity on request and
without cost, to a person holding an interest in a limited
liability company or other business entity that is to merge
or consolidate; and

 
G. If the surviving or resulting limited liability company
or other business entity is not organized under the laws of
this State, a statement that the surviving or resulting
limited liability company or other business entity:

 
(1) Agrees that it may be served with process in this State in a
proceeding for enforcement of an obligation of a party to the
merger or consolidation that was


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