Illinois Code § 805 ILCS 180/37-20

Merger of entities.
Open in Lexace · Ask the AI about this section
(a) A limited
liability company may merge with one or more other constituent organizations pursuant to this Section, Sections 37-21 through 37-30, and a plan of merger, if:
 
 
(1) the governing statute of each of the other 
 
organizations authorizes the merger;
 
 
(2) the merger is not prohibited by the law of a 
 
jurisdiction that enacted any of the governing statutes; and
 
 
(3) each of the other organizations complies with 
 
its governing statute in effecting the merger.

 
(b) A plan of merger must be in a record and must include:

 
 
(1) the name and form of each constituent 
 
organization;

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

 
 
(3) the terms and conditions of the merger, including 
 
the manner and basis for converting the interests in each constituent organization into any combination of money, interests in the surviving organization, and other consideration;

 
 
(4) if the surviving organization is to be created by 
 
the merger, the surviving organization's organizational documents that are proposed to be in a record; and
 
 
(5) if the surviving organization is not to be 
 
created by the merger, any amendments to be made by the merger to the surviving organization's organizational documents that are, or are proposed to be, in a record. 

organizations authorizes the merger;
jurisdiction that enacted any of the governing statutes; and
its governing statute in effecting the merger.
organization;
and, if the surviving organization is to be created by the merger, a statement to that effect;
the manner and basis for converting the interests in each constituent organization into any combination of money, interests in the surviving organization, and other consideration;
the merger, the surviving organization's organizational documents that are proposed to be in a record; and
created by the merger, any amendments to be made by the merger to the surviving organization's organizational documents that are, or are proposed to be, in a record.

‹ Prev All Illinois sections Next ›


Lexace provides legal information, not legal advice, and no attorney–client relationship is created. Statute text is provided for general information and may not reflect the most recent amendments; verify against the official state code.