2011 California Code
Corporations Code
TITLE 2.5. LIMITED LIABILITY COMPANIES [17000 - 17656]
CHAPTER 12. Merger
Section 17550
(a) The following entities may be merged pursuant to this chapter:
(1) Two or more limited liability companies into one limited liability company.
(2) One or more limited liability companies and one or more other business entities into one of those other business entities.
(3) One or more limited liability companies and one or more other business entities into one limited liability company.
(b) Notwithstanding this section, the merger of any number of limited liability companies with any number of other business entities may be effected only if the other business entities that are organized in California are authorized by the laws under which they are organized to effect the merger, and:
(1) If a limited liability company is the surviving limited liability company, the foreign other business entities are not prohibited by the laws under which they are organized from effecting that merger.
(2) If a foreign limited liability company or foreign other business entity is the survivor of the merger, the laws of the jurisdiction under which the survivor is organized authorize that merger. Notwithstanding the foregoing sentence, if one or more domestic corporations is also a party to the merger, the merger may be effected only if, with respect to any foreign other business entity that is a corporation, the foreign corporation is authorized by the laws under which it is organized to effect that merger.
(Added by Stats. 1994, Ch. 1200, Sec. 27. Effective September 30, 1994.)
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