Sec. 34-194. Approval of merger or consolidation.
Sec. 34-194. Approval of merger or consolidation. (a) Unless otherwise provided in the articles of organization or the operating agreement, a proposed plan of
merger or consolidation complying with the requirements of section 34-195 shall be
authorized and approved by each limited liability company that is a party to a proposed
merger or consolidation by the affirmative vote of at least two-thirds in interest of the
members.
(b) After a merger or consolidation is authorized and approved, unless the plan of
merger or consolidation provides otherwise, and at any time before articles of merger
or consolidation as provided for in section 34-196 are filed, the plan of merger or consolidation may be abandoned, subject to any contractual rights, in accordance with the
procedure set forth in the plan of merger or consolidation or, if none is set forth, by the
unanimous consent of the members of each limited liability company that is a party to
the merger or consolidation, unless the operating agreement of any such limited liability
company provides otherwise.
(P.A. 93-267, S. 65; P.A. 94-217, S. 23; P.A. 03-18, S. 64.)
History: P.A. 94-217 amended Subsec. (a) to provide that approval be by the affirmative vote of at least two-thirds "in
interest" of the members; P.A. 03-18 amended Subsec. (a) by adding provision re the operating agreement, effective July
1, 2003.