{"data":{"id":"us-ut/utah-code-48-3a-1023","jurisdiction":"us-ut","citation":"Utah Code § 48-3a-1023","heading":"Approval of merger.","body":"(1) A plan of merger is not effective unless it has been approved:\n(a) by a domestic merging limited liability company, by all the members of the limited liability company entitled to vote on or consent to any matter; and\n(b) in a record, by each member of a domestic merging limited liability company that will have interest holder liability for debts, obligations, and other liabilities that arise after the merger becomes effective, unless:\n(i) the operating agreement of the limited liability company in a record provides for the approval of a merger in which some or all of its members become subject to interest holder liability by the vote or consent of fewer than all the members; and\n(ii) the member consented in a record to or voted for that provision of the operating agreement or became a member after the adoption of that provision.\n(2) A merger involving a domestic merging entity that is not a limited liability company is not effective unless the merger is approved by that entity in accordance with its organic law.\n(3) A merger involving a foreign merging entity is not effective unless the merger is approved by the foreign entity in accordance with the law of the foreign entity's jurisdiction of formation.","path":["Title 48 Unincorporated Business Entity Act","Chapter 48-3a Utah Revised Uniform Limited Liability Company Act","Part 48-3a-10 Merger, Interest Exchange, Conversion, and Domestication"],"source_url":"https://le.utah.gov/xcode/Title48/Chapter3a/48-3a-S1023.html","current_through":"2026 General Session","vintage":"","retrieved_at":"2026-09-03T11:34:33Z","sha256":"d6df5403503c4b949cf61a91ca9bcc95b6a7fabb3e6be619753d28384a39072e","source_id":"us-ut","stale":false,"prev":"us-ut/utah-code-48-3a-1022","next":"us-ut/utah-code-48-3a-1024"},"notice":"GroundRules: Original legal text. Not legal advice."}