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subsection is made in the same manner and with the same | consequences as in section 1317, subsections 3 and 4. |
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| | 1.__Merger requirements.__A limited partnership may merge with | one or more other constituent organizations pursuant to this | section and sections 1437 through 1439 and a plan of merger if: |
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| A.__The governing statute of each of the other organizations | authorizes the merger; |
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| B.__The merger is not prohibited by the law of a | jurisdiction that enacted any of those governing statutes; | and |
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| C.__Each of the other organizations complies with its | governing statute in effecting the merger. |
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| | 2.__Plan of merger.__A plan of merger must be in a record and | must include: |
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| A.__The name and form of each constituent organization; |
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| B.__The name and form of the surviving organization and, if | the surviving organization is to be created by the merger, a | statement to that effect; |
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| C.__The terms and conditions of the merger, including the | manner and basis for converting the interests in each | constituent organization into any combination of money, | interests in the surviving organization and other | consideration; |
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| D.__If the surviving organization is to be created by the | merger, the surviving organization's organizational | documents; and |
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| E.__If the surviving organization is not to be created by | the merger, any amendments to be made by the merger to the | surviving organization's organizational documents. |
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| §1437.__Action on plan of merger by constituent limited |
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| | 1.__Consent.__Subject to section 1440, a plan of merger must | be consented to by all the partners of a constituent limited | partnership. |
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