2013 New York Consolidated Laws
NPC - Not-For-Profit Corporation
Article 9 - (901 - 910) MERGER OR CONSOLIDATION
904 - Certificate of merger or consolidation; contents.


NY Not for Profit Corp L § 904 (2012) What's This?
 
  § 904. Certificate of merger or consolidation; contents.
    (a)  After  approval of the plan of merger or consolidation unless the
  merger or consolidation is abandoned in accordance with paragraph (b) of
  section 903 (Approval of plan) a certificate of merger or consolidation,
  entitled "Certificate of merger (or consolidation)  of ..........    and
  ...............  into  (names  of corporations) under section 904 of the
  Not-for-Profit Corporation Law," shall  be  signed  on  behalf  of  each
  constituent  corporation  and  delivered  to the department of state. It
  shall set forth:
    (1) The statements required by subparagraphs (a), (1), (2), and (4) of
  section 902 (Plan of merger or consolidation).
    (2) The effective date of the merger or consolidation  if  other  than
  the  date of filing of the certificate of merger or consolidation by the
  department of state.
    (3) In the  case  of  consolidation,  any  statement  required  to  be
  included  in  a  certificate  of  incorporation for a corporation formed
  under this chapter but which was omitted under subparagraph (a)  (4)  of
  section 902.
    (4) The date when the certificate of incorporation of each constituent
  corporation  was  filed  by  the  department of state or, in the case of
  constituent corporations created by special law, the chapter number  and
  year of passage of such law.
    (5)  The  manner  in  which the merger or consolidation was authorized
  with respect to each constituent corporation.
    (b) The surviving or consolidated corporation shall thereafter cause a
  copy of such certificate certified by the department  of  state,  to  be
  filed in the office of the clerk of each county in which the office of a
  constituent  corporation,  other  than  the  surviving  corporation,  is
  located, and in the office of the official who is the recording  officer
  of  each  county  in  this state in which real property of a constituent
  corporation, other than the surviving corporation, is situated.

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