N.J.S.A. 42:2C-86

Restrictions on approval of mergers, conversions, and domestications.

42:2C-86 Restrictions on approval of mergers, conversions, and domestications. 86. Restrictions on Approval of Mergers, Conversions, and Domestications. a. If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, converted, or domesticated organization, approval or amendment of a plan of merger, conversion, or domestication are ineffective without the consent of the member, unless: (1) the company's operating agreement provides for approval of a merger, conversion, or domestication with the consent of fewer than all the members; and (2) the member has consented to the provision of the operating agreement. b. A member does not give the consent required by subsection a. of this section merely by consenting to a provision of the operating agreement that permits the operating agreement to be amended with the consent of fewer than all the members. L.2012, c.50, s.86.

External source: View on Justia →

This is the verbatim text of N.J.S.A. 42:2C-86, retrieved from the New Jersey Legislature's public statute corpus. Statutes are amended periodically — for the most current version, check the external source link above. Kyzer is not a law firm and this page is not legal advice.