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Current as of January 01, 2020 | Updated by FindLaw Staff
When a merger under § 13.1-1099.16 becomes effective, in addition to the effects stated in § 13.1-1073:
1. As provided in the plan of merger, each protected series of each merging company which was established before the merger:
a. Is a relocated protected series or continuing protected series; or
b. Is dissolved, wound up, and canceled;
2. Any protected series to be established as a result of the merger is established;
3. Any relocated protected series or continuing protected series is the same person without interruption as it was before the merger;
4. All property of a relocated protected series or continuing protected series continues to be vested in the protected series without transfer, reversion, or impairment;
5. All debts, obligations, and other liabilities of a relocated protected series or continuing protected series continue as debts, obligations, and other liabilities of the protected series;
6. Except as otherwise provided by law or the plan of merger, all the rights, privileges, immunities, powers, and purposes of a relocated protected series or continuing protected series remain in the protected series;
7. The new name of a relocated protected series may be substituted for the former name of the protected series in any pending action or proceeding;
8. If provided in the plan of merger:
a. A person becomes an associated member or protected series assignee of a relocated protected series or continuing protected series;
b. A person becomes an associated member of a protected series established by the surviving company as a result of the merger;
c. Any change in the rights or obligations of a person in the person's capacity as an associated member or protected series assignee of a relocated protected series or continuing protected series takes effect; and
d. Any consideration to be paid to a person that before the merger was an associated member or protected series assignee of a relocated protected series or continuing protected series is due; and
9. Any person that is a member of a relocated protected series becomes a member of the surviving company, if not already a member.
Cite this article: FindLaw.com - Virginia Code Title 13.1. Corporations § 13.1-1099.19. Effect of merger - last updated January 01, 2020 | https://codes.findlaw.com/va/title-13-1-corporations/va-code-sect-13-1-1099-19.html
FindLaw Codes may not reflect the most recent version of the law in your jurisdiction. Please verify the status of the code you are researching with the state legislature or via Westlaw before relying on it for your legal needs.
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