10-2075
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10-2075. Effect of consolidation or merger A. In case of a consolidation the existence of the consolidating cooperatives shall cease and the articles of consolidation shall be deemed to be the articles of incorporation of the new cooperative. In case of a merger the separate existence of the merging cooperatives shall cease and the articles of incorporation of the surviving cooperative shall be deemed amended to the extent, if any, that changes therein are provided for in the articles of merger. B. All rights, privileges, immunities and franchises and all property, real and personal, including, without limitation, applications for membership, all debts due on whatever account and other choses in action belonging to each of the consolidating or merging cooperatives shall be deemed transferred and vested in the new or surviving cooperative without further act or deed. C. The new or surviving cooperative shall be responsible and liable for all liabilities and obligations of each of the consolidating or merging cooperatives, and any claim existing or action or proceeding pending by or against any of the consolidating or merging cooperatives may be prosecuted as if the consolidation or merger had not taken place, but the new or surviving cooperative may be substituted in its place. D. Neither the rights of creditors nor liens upon the property of any of such cooperatives shall be impaired by the consolidation or merger. |