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2016 New York Laws
BSC - Business Corporation
Article 9 - (Business Corporation) MERGER OR CONSOLIDATION; GUARANTEE; DISPOSITION OF ASSETS; SHARE EXCHANGES
904 - Certificate of merger or consolidation; contents.

NY Bus Corp L § 904 (2016) What's This?
904. Certificate of merger or consolidation; contents.

(a) After adoption of the plan of merger or consolidation by the board
  and  shareholders  of each constituent corporation, unless the merger or
  consolidation is abandoned in accordance with paragraph (b)  of  section
  903   (Authorization  by  shareholders),  a  certificate  of  merger  or
  consolidation, entitled "Certificate of  merger  (or  consolidation)  of
  .....and  .....  into ..... (names of corporations) under section 904 of
  the Business 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.

(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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