2010 Mississippi Code
TITLE 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS
Chapter 29 - Mississippi Limited Liability Company Act.
79-29-213 - Abandonment of a merger.

§ 79-29-213. Abandonment of a merger.
 

(1)  Unless otherwise provided in a plan of merger or in the laws under which a domestic or foreign entity that is a party to a merger is organized or by which it is governed, after the plan has been adopted and approved as required by the Mississippi Limited Liability Company Act, and at any time before the merger has become effective, it may be abandoned by any party thereto without action by the party's owners of interests, in accordance with any procedures set forth in the plan of merger or, if no such procedures are set forth in the plan, in the manner determined by the entity, subject to any contractual rights of other parties to the merger. 

(2)  If a merger is abandoned under subsection (1) after a certificate of merger has been filed with the Secretary of State but before the merger has become effective, a statement that the merger has been abandoned in accordance with this subsection, executed on behalf of a party to the merger by any manager, if management of the limited liability company is vested in one or more managers, or by a member if management of the limited liability company is reserved to the members, shall be delivered to the Secretary of State for filing prior to the effective date of the merger. Upon filing, the statement shall take effect and the merger shall be deemed abandoned and shall not become effective. 
 

Sources: Laws, 2000, ch. 469, § 48, eff from and after July 1, 2000.