2005 Vermont Code - § 2083. — Merger

§ 2083. Merger

(a) Any credit union may, with the approval of the commissioner, merge with another credit union under the existing charter of the other credit union pursuant to any plan agreed upon by the majority of the board of directors of each credit union joining in the merger, and approved by a two-thirds affirmative vote of the members of each credit union present at a meeting duly called for that purpose except the commissioner may waive the necessity for voting for the credit union accepting the merger in certain instances. After the agreement by the directors and approval by the members of each credit union, the president and secretary of each credit union shall execute a certificate of merger in duplicate, which shall set forth all of the following:

(1) the time and place of the meeting of the board of directors at which the plan was agreed upon;

(2) the vote in favor of adoption of the plan;

(3) a copy of the resolution or other action by which the plan was agreed upon;

(4) the time and place of the meeting of the members at which the plan agreed upon was approved;

(5) the vote by which the plan was approved by the members.

(b) The certificates and a copy of the plan of merger agreed upon shall be forwarded to the department of banking, insurance, securities, and health care administration, certified by it, and returned to the merging credit unions within thirty days.

(c) Upon any merger so effected, all property, property rights, and interest of the merged credit union shall vest in the surviving credit union without deed, endorsement or other instrument of transfer, and all debts, obligations and liabilities of the merged credit union shall be deemed to have been assumed by the surviving credit union under whose charter the merger was effected.

(d) This section shall be construed, whenever possible, to permit a credit union chartered under any other statute to merge with one chartered under this chapter, or to permit one chartered under this chapter to merge with one chartered under any other statute. (Added 1967, No. 312 (Adj. Sess.), § 1, eff. March 22, 1968; amended 1975, No. 70, § 10; 1977, No. 189 (Adj. Sess.), § 2; 1989, No. 225 (Adj. Sess.), § 25(a); 1995, No. 180 (Adj. Sess.), § 38(a).)