(a) Pursuant to a plan of merger approved as provided in subsection (c) of this section, a partnership may be merged with one or more partnerships.
(b) The plan of merger shall set forth:
(1) The name of each partnership that is a party to the merger;
(2) The name of the surviving partnership into which the other partnerships will merge;
(3) The terms and conditions of the merger;
(4) The manner and basis of converting the interests of each party to the merger into interests or obligations of the surviving partnership, or into money or other property in whole or part; and
(5) The street address of the surviving partnership’s principal office.
(c) The plan of merger shall be approved by all of the partners, or a number or percentage specified for merger in the partnership agreement.
(d) After a plan of merger is approved and before the merger takes effect, the plan may be amended or abandoned as provided in the plan.
(e) The merger shall be effective on the later of:
(1) The filing of all documents required by law to be filed as a condition to the effectiveness of the merger; or
(2) Any effective date specified in the plan of merger.
(f) A merger in which a partnership and another form of entity are parties shall be governed by Chapter 2 of this title.
1981 Ed., § 41-159.5.
2001 Ed., § 33-109.05.
Uniform Law: This section is based on § 905 of the Uniform Partnership Act (1997 Act).