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Tenn. Code Ann. § 61-3-1105

Plan of merger

Known as the Tennessee Uniform Limited Partnership Act

The act spans §§ 61-2-1001 to 61-3-906 (205 sections).

Acts 2017, ch. 440, § 1.

(1) A domestic limited partnership may become a party to a merger under this section and §§ 61-3-1106 – 61-3-1109 by approving a plan of merger. The plan must be in a record and contain: As to each merging entity, its name, jurisdiction of formation, and type of entity;

(2) If the surviving entity is to be created in the merger, a statement to that effect and the entity's name, jurisdiction of formation, and type of entity;

(3) The manner of converting the interests in each party to the merger into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing;

(4) If the surviving entity exists before the merger, any proposed amendments to: Its public organic record, if any; and

(5) Its private organic rules that are, or are proposed to be, in a record;

(6) If the surviving entity is to be created in the merger: Its proposed public organic record, if any; and

(7) The full text of its private organic rules that are proposed to be in a record;

(8) The other terms and conditions of the merger; and

(9) Any other provision required by the law of a merging entity's jurisdiction of formation or the organic rules of a merging entity.

(10) In addition to the requirements of subsection (a), a plan of merger may contain any other provision not prohibited by law.

Current official text: Tennessee Code (LexisNexis). Digitized from the UniCourt Code Improvement Commission public-domain capture. Reproduced from public-domain Tennessee statutes; confirm against the official source for the current text. Not legal advice.