KRS 362.2-957: Action on plan of merger by constituent limited partnership.

(1) Each domestic limited partnership that is to be a party to a proposed merger shall

approve the proposed merger, unless the partnership agreement of that limited

partnership provides otherwise, by the unanimous vote of the partners of the

partnership.

(2) A plan of merger may provide for the manner, if any, in which the plan may be

amended at any time before the filing of the articles of merger with the Secretary of

State.

(3) Unless the domestic limited partnership's partnership agreement or the plan of

merger, once authorized, provides otherwise, the merger may be abandoned at any

time before the filing of the articles of merger with the Secretary of State by the

affirmative vote of all partners of the domestic limited partnership, subject to any

contractual rights, in accordance with the procedure set forth in the plan of merger,

if any.

(4) Unless otherwise provided in the partnership agreement, a partner has no right to

dissent from a merger.