2022 New York Laws
BNK - Banking
Article 13 - Merger; Voluntary Dissolution; Superintendent's Taking Possession; Reorganization; Liquidation
602 - Effect of Merger.

§ 602. Effect of merger. At the time when a merger becomes effective:
  (1)  the  receiving  corporation shall be considered the same business
and corporate entity as each corporation merged into it;
  (2) all  of  the  property,  rights,  powers  and  franchises  of  any
corporation  that  shall  be  so  merged  shall  vest  in  the receiving
corporation and the receiving corporation shall be  subject  to  and  be
deemed  to  have  assumed all of the debts, liabilities, obligations and
duties of such merged corporation and to have succeeded to  all  of  its
relationships,  fiduciary  or otherwise, as fully and to the same extent
as if such property, rights,  powers,  franchises,  debts,  liabilities,
obligations,  duties  and  relationships  had  been originally acquired,
incurred or entered into by the receiving corporation;
  (3) any reference to a merged corporation in  any  contract,  will  or
document,  whether executed or taking effect before or after the merger,
shall be considered a reference to  the  receiving  corporation  if  not
inconsistent  with  the  other  provisions  of  the  contract,  will  or
document;
  (4) a pending  action  or  other  judicial  proceeding  to  which  any
corporation  that  shall be so merged is a party, shall not be deemed to
have abated or to have discontinued by reason of the merger, but may  be
prosecuted  to  final judgment, order or decree in the same manner as if
the merger had not been  made;  or  the  receiving  corporation  may  be
substituted  as  a party to such action or proceeding, and any judgment,
order or decree may be rendered for or against it that might  have  been
rendered  for  or  against  such other corporation if the merger had not
occurred.
  No corporation organized under or subject to the  provisions  of  this
chapter   which   subsequent   to   January   first,   nineteen  hundred
thirty-eight, receives or has received into itself by merger pursuant to
any provision of law a corporation organized under  or  subject  to  the
provisions  of  any  law  other  than  this  chapter shall, through such
merger, acquire power to engage in  any  business  or  to  exercise  any
right,  privilege  or franchise which is not conferred by the provisions
of this chapter upon such receiving corporation.