(a) When a merger or consolidation becomes effective, the limited liability companies that are parties to a merger or consolidation agreement become a single limited liability company that, in the case of a merger, is the limited liability company named in the plan of merger as the surviving limited liability company, and, in the case of a consolidation, is the limited liability company named in the plan of consolidation as the resulting limited liability company.
(b) When a merger or consolidation becomes effective, a limited liability company that is a party to the merger or consolidation agreement and that is not the surviving or resulting limited liability company ceases to exist.
(c) The surviving limited liability company of a merger or the limited liability company resulting from a consolidation possesses all the rights, privileges, immunities, and powers of each limited liability company that is a party to the merger or consolidation agreement and is subject to all the restrictions, disabilities, and duties of each limited liability company that is a party to the merger or consolidation to the extent the rights, privileges, immunities, powers, franchises, restrictions, disabilities, and duties apply to the type of limited liability company that is the surviving limited liability company or the resulting limited liability company.
Structure Alaska Statutes
Title 10. Corporations and Associations
Chapter 50. Alaska Revised Limited Liability Company Act
Article 12. Merger, Consolidation, and Conversion.
Sec. 10.50.500. Authority for merger or consolidation.
Sec. 10.50.510. Approval or abandonment of merger or consolidation.
Sec. 10.50.515. Filing of articles of merger or consolidation.
Sec. 10.50.520. Contents of articles of merger or consolidation.
Sec. 10.50.525. Execution of articles of merger or consolidation.
Sec. 10.50.530. Equivalent to articles of dissolution.
Sec. 10.50.535. Effective date of merger or consolidation.
Sec. 10.50.540. Use of merger or consolidation agreement to amend or adopt operating agreement.
Sec. 10.50.545. General effects of merger or consolidation.
Sec. 10.50.550. Effect of merger or consolidation on property of companies.
Sec. 10.50.555. Effect of merger or consolidation on liabilities and proceedings.
Sec. 10.50.560. Rights of creditors and liens.
Sec. 10.50.565. Conversion or exchange of interests at merger or consolidation.