{"data":{"id":"us-ok/okla.-stat.-tit.-54-54-500-1109a","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 54, § 54-500-1109A","heading":"Effect of merger","body":"EFFECT OF MERGER.\n\n(a) When a merger becomes effective:\n\n(1) the surviving organization continues or comes into\n\nexistence;\n\n(2) each constituent organization that merges into the\n\nsurviving organization ceases to exist as a separate entity;\n\n(3) all property owned by each constituent organization that\n\nceases to exist vests in the surviving organization;\n\n(4) all debts, liabilities, and other obligations of each\n\nconstituent organization that ceases to exist continue as\n\nobligations of the surviving organization;\n\n(5) an action or proceeding pending by or against any\n\nconstituent organization that ceases to exist may be continued as if\n\nthe merger had not occurred;\n\n(6) except as prohibited by other law, all of the rights,\n\nprivileges, immunities, powers, and purposes of each constituent\n\norganization that ceases to exist vest in the surviving\n\norganization;\n\n(7) except as otherwise provided in the plan of merger, the\n\nterms and conditions of the plan of merger take effect;\n\n(8) except as otherwise agreed, if a constituent limited\n\npartnership ceases to exist, the merger does not dissolve the\n\nlimited partnership for the purposes of Article 8 of this act;\n\n(9) if the surviving organization is created by the merger:\n\n(A) if it is a limited partnership, the certificate of\n\nlimited partnership becomes effective; or\n\n(B) if it is an organization other than a limited\n\npartnership, the organizational document that creates\n\nthe organization becomes effective; and\n\n(10) if the surviving organization preexists the merger, any\n\namendments provided for in the articles of merger for the\n\norganizational document that created the organization become\n\neffective.\n\n(b) A surviving organization that is a foreign organization\n\nconsents to the jurisdiction of the courts of this state to enforce\n\nany obligation owed by a constituent organization, if before the\n\nmerger the constituent organization was subject to suit in this\n\nstate on the obligation. A surviving organization that is a foreign\n\norganization and not authorized to transact business in this state\n\nappoints the Secretary of State as its agent for service of process\n\nfor the purposes of enforcing an obligation under this subsection.\n\nService on the Secretary of State under this subsection is made in\n\nthe same manner and with the same consequences as in Section 17 of\n\nthis act.","path":["OK Code","Title 54"],"source_url":"https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:36Z","sha256":"652b5366b460334b093b7c75608bab2b711ca2c6131aa40973a00f08592f132e","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-54-54-500-1108a","next":"us-ok/okla.-stat.-tit.-54-54-500-110a"},"notice":"GroundRules: Original legal text. Not legal advice."}