{"data":{"id":"us-ky/krs-273.291","jurisdiction":"us-ky","citation":"KRS 273.291","heading":"Effect of merger or consolidation.","body":"When a merger or consolidation has been effected:\n(1) The several corporations parties to the plan of merger or consolidation shall be a\nsingle corporation, which, in the case of a merger, shall be that corporation\ndesignated in the plan of merger as the s urviving corporation, and, in the case of a\nconsolidation, shall be the new corporation provided for in the plan of\nconsolidation.\n(2) The separate existence of all corporations parties to the plan of merger or\nconsolidation, except the surviving or new corporation, shall cease.\n(3) Such surviving or new corporation shall have all the rights, privileges, immunities\nand powers and shall be subject to all the duties and liabilities of a corporation\norganized under KRS 273.161 to 273.390.\n(4) Such surviving or  new corporation shall thereupon and thereafter possess all the\nrights, privileges, immunities, and franchises, as well of a public as of a private\nnature, of each of the merging or consolidating corporations; and all property, real,\npersonal and mixed, an d all debts due on whatever account, and all other choses in\naction, and all and every other interest, of or belonging to or due to each of the\ncorporations so merged or consolidated, shall be taken and deemed to be transferred\nto and vested in such single  corporation without further act or deed; and the title to\nany real estate, or any interest therein, vested in any of such corporations shall not\nrevert or be in any way impaired by reason of such merger or consolidation.\n(5) Such surviving or new corporation shall thenceforth be responsible and liable for all\nthe liabilities and obligations of each of the corporations so merged or consolidated;\nand any claim existing or action or proceeding pending by or against any of such\ncorporations may be prosecuted a s if such merger or consolidation had not taken\nplace, or such surviving or new corporation may be substituted in its place. Neither\nthe rights of creditors nor any liens upon the property of any such corporation shall\nbe impaired by such merger or consolidation.\n(6) In the case of a merger, the articles of incorporation of the surviving corporation\nshall be deemed to be amended to the extent, if any, that changes in its articles of\nincorporation are stated in the plan of merger; and, in the case of a conso lidation,\nthe statements set forth in the articles of consolidation and which are required or\npermitted to be set forth in the articles of incorporation of corporations organized\nunder KRS 273.161 to 273.390 shall be deemed to be the articles of incorporat ion\nof the new corporation.","path":["KRS Chapter 273"],"source_url":"https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13678","current_through":"Includes enactments through the 2026 Regular Session","vintage":"09/05/2026","retrieved_at":"2026-09-05T20:53:24Z","sha256":"d003d76773fc7da172b69a8e89b03b93a99cb67346209397a4ae6dd9a1685159","source_id":"us-ky","stale":false,"prev":"us-ky/krs-273.290","next":"us-ky/krs-273.293"},"notice":"GroundRules: Original legal text. Not legal advice."}