Minnesota Statutes Business, Social, and Charitable Organizations (Ch. 300-323A) § 322C.1004. Filings required for merger or exchange; effective date and time

(1) each constituent limited liability company, as provided insection 322C.0203, subdivision 1; and

(2) each other constituent organization, as provided in its governing statute.

(1) the name and form of each constituent organization and the jurisdiction of its governing statute;

(2) the name and form of the surviving organization, the jurisdiction of its governing statute, and, if the surviving organization is created by the merger, a statement to that effect;

(3) the date the merger is effective under the governing statute of the surviving organization;

(4) if the surviving organization is to be created by the merger:

(5) if the surviving organization preexists the merger, any amendments provided for in the plan of merger for the organizational document that created the organization that are in a public record;

(6) a statement as to each constituent organization that the merger was approved as required by the organization's governing statute;

(7) if the surviving organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes ofsection 322C.1005, subdivision 2; and

(8) any additional information required by the governing statute of any constituent organization.

(1) the name and form of each constituent organization and the jurisdiction of its governing statute;

(2) the manner and basis of exchanging the ownership interests to be acquired for securities of, or other ownership interests in, the acquiring organization or any other organization or, in whole or part, for money or other property;

(3) the date the exchange is effective under the governing statute of the acquiring organization;

(4) a statement as to each constituent organization that the exchange was approved as required by the organization's governing statute; and

(5) any additional information required by the governing statute of any constituent organization.

Subd. 5.Effective date and time of merger or exchange. (a) A merger becomes effective undersections 322C.1001to322C.1015:

(b) An exchange becomes effective undersections 322C.1001to322C.1015upon the later of: