{"data":{"id":"us-wa/rcw-25.10.791","jurisdiction":"us-wa","citation":"RCW 25.10.791","heading":"Effect of merger.","body":"(1) When a merger becomes effective:\n(a) The surviving organization continues;\n(b) Each constituent organization that merges into the surviving organization ceases to exist as a separate entity;\n(c) The title to all real estate and other property owned by each constituent organization that ceases to exist vests in the surviving organization without reversion or impairment;\n(d) All debts, liabilities, and other obligations of each constituent organization that ceases to exist continue as obligations of the surviving organization;\n(e) An action or proceeding pending by or against any constituent organization that ceases to exist may be continued as if the merger had not occurred;\n(f) Except as prohibited by other law, all of the rights, privileges, immunities, powers, and purposes of each constituent organization that ceases to exist vest in the surviving organization;\n(g) Except as otherwise provided in the plan of merger, the terms and conditions of the plan of merger take effect;\n(h) Except as otherwise agreed, if a constituent limited partnership ceases to exist, the merger does not dissolve the limited partnership for the purposes of article 8 of this chapter; and\n(i) Any amendments provided for in the articles of merger for the organizational document that created the surviving organization become effective.\n(2) A surviving organization that is a foreign organization consents to the jurisdiction of the courts of this state to enforce any obligation owed by a constituent organization, if before the merger the constituent organization was subject to suit in this state on the obligation. A surviving organization that is a foreign organization and not registered to transact business in this state may be served with process pursuant to RCW 23.95.450 for the purposes of enforcing an obligation under this subsection.","path":["Title 25","Chapter 25.10"],"source_url":"https://app.leg.wa.gov/rcw/default.aspx?cite=25.10.791","current_through":"July 15, 2026","vintage":"","retrieved_at":"2026-09-06T01:40:38Z","sha256":"10c15a3236e8576a25a916dd41da929e24fd92f29fd1048216dfabfde72aa75e","source_id":"us-wa","stale":false,"prev":"us-wa/rcw-25.10.786","next":"us-wa/rcw-25.10.796"},"notice":"GroundRules: Original legal text. Not legal advice."}