Virginia Code 13.1-1099.18: Articles of merger
In a merger under § 13.1-1099.16, the articles of merger shall:
Terms Used In Virginia Code 13.1-1099.18
- after the merger: means when a merger under § 13. See Virginia Code 13.1-1088
- Commission: means the State Corporation Commission of Virginia. See Virginia Code 13.1-1002
- Merging company: means a limited liability company that is party to a merger under § 13. See Virginia Code 13.1-1088
- Non-surviving company: means a merging company whose separate existence ceases after a merger under § 13. See Virginia Code 13.1-1088
- Relocated protected series: means a protected series of a non-surviving company which, after a merger under § 13. See Virginia Code 13.1-1088
- Surviving company: means a merging company that is the survivor of a merger under § 13. See Virginia Code 13.1-1088
1. Comply with § 13.1-1072 and include a plan of merger that complies with the provisions of § 13.1-1099.17;
2. Be accompanied by the following records, each to become effective when the merger becomes effective:
a. For a protected series of a merging company being canceled as a result of the merger, a statement of designation cancellation;
b. For a protected series of a non-surviving company which after the merger will be a relocated protected series:
(1) A statement of relocation that contains the name of the non-surviving company and the name of the protected series before and after the merger; and
(2) A statement of protected series designation; and
c. For a protected series being established by the surviving company as a result of the merger, a statement of protected series designation; and
3. A statement presented with articles of merger pursuant to this section may be filed with the Commission without payment of the fee specified in § 13.1-1005.
2019, c. 636.