KRS 279.460: Effect of consolidation or merger.

(1) In the case of a consolidation the existence of the consolidating cooperatives shall

cease and the articles of consolidation shall be deemed to be the articles of

incorporation of the new cooperative; and in the case of a merger the separate

existence of the merging cooperative shall cease and the articles of incorporation of

the surviving cooperative shall be deemed to be amended to the extent, if any, that

changes therein are provided for in the articles of merger.

(2) All the rights, privileges, immunit ies and franchises and all property, real and

personal, including without limitation applications for membership, all debts due on

whatever account and all other choses in action, of each of the consolidating or

merging cooperatives shall be deemed to be t ransferred to and vested in the new or

surviving cooperative without further act or deed.

(3) The new or surviving cooperative shall be responsible and liable for all the

liabilities and obligations of each of the consolidating or merging cooperatives and

any claim existing or action or proceeding pending by or against any of the

consolidating or merging cooperatives may be prosecuted as if the consolidation or

merger had not taken place, but the new or surviving cooperative may be substituted

in its place.

(4) Neither the rights of creditors nor any liens upon the property of any of such

cooperatives shall be impaired by such consolidation or merger.