279.460 Effect of consolidation or merger.
234 words·~1 min read·
/ky/chapter-279/279-460A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
(1)In the case of a consolidation the existence of the consolidating cooperatives shall
cease and the articles of consolidation shall be deemed to be the articles of
incorporation of the new cooperative; and in the case of a merger the separate
existence of the merging cooperative shall cease and the articles of incorporation of
the surviving cooperative shall be deemed to be amended to the extent, if any, that
changes therein are provided for in the articles of merger.
(2)All the rights, privileges, immunities and franchises and all property, real and
personal, including without limitation applications for membership, all debts due on
whatever account and all other choses in action, of each of the consolidating or
merging cooperatives shall be deemed to be transferred to and vested in the new or
surviving cooperative without further act or deed.
(3)The new or surviving cooperative shall be responsible and liable for all the
liabilities and obligations of each of the consolidating or merging cooperatives and
any claim existing or action or proceeding pending by or against any of the
consolidating or merging cooperatives may be prosecuted as if the consolidation or
merger had not taken place, but the new or surviving cooperative may be substituted
in its place.
(4)Neither the rights of creditors nor any liens upon the property of any of such
cooperatives shall be impaired by such consolidation or merger.