South Dakota Codified Laws 58-35-71. Liabilities and obligations of surviving or new corporation
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If a merger or consolidation has been effected pursuant to this chapter:
(1) The surviving or new corporation is thenceforth responsible and liable for all the liabilities and obligations of each of the corporations so merged; and
Terms Used In South Dakota Codified Laws 58-35-71
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Property: includes property, real and personal. See South Dakota Codified Laws 2-14-2
(2) Any claim existing or action or proceeding pending by or against any of the corporations may be prosecuted as if the merger had not taken place, or the surviving or new corporation may be substituted in its place.
Neither the rights of creditors nor any liens upon the property of any such corporation may be impaired by the merger or consolidation.
Source: SL 1995, ch 293, § 12.