Missouri § 380.361 - Surviving corporation after merger, rights and liabilities.
Full text of Missouri Revised Statutes of Missouri § 380.361 — Surviving corporation after merger, rights and liabilities., with citation guidance and answers to common questions.
§ 380.361. Surviving corporation after merger, rights and liabilities.
1. The several corporations parties to the plan of merger shall be a single corporation, which shall be that corporation designated in the plan of merger as the surviving corporation.
2. The separate existence of all corporations parties to the plan of merger except the surviving corporation shall cease.
3. The surviving corporation shall have all the rights, privileges, immunities, and powers and shall be subject to all the duties and liabilities of a corporation organized under the provisions of sections 380.201 to 380.591.
4. The surviving corporation shall thereupon and thereafter possess all the rights, privileges, immunities and franchises, of a public as well as of a private nature, of each of the merging corporations; and all property, real, personal, and mixed, and all debts due on whatever account and all other choses in action, and all and every other interest, of or belonging to or due to each of the corporations so merged shall be taken and deemed to be transferred to and vested in the single corporation without further act or deed; and the title to any real estate, or any interest therein, under the laws of this state vested in any of the corporations shall not revert or be in any manner impaired by reason of the merger.
5. The surviving corporation shall thenceforth be responsible and liable for all the liabilities and obligations of each of the corporations so merged; and any claim existing or action or proceeding pending by or against any of the corporations may be prosecuted to judgment as if the merger had not taken place, or the surviving corporation may be substituted in its place. Neither the rights of creditors nor any liens upon the property of any of the corporations shall be impaired by the merger.
6. The articles of incorporation of the surviving corporation shall be deemed to be amended to the extent, if any, that changes in its articles are stated in the articles of merger.
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(L. 1984 H.B. 1498)
Effective 1-01-85
---- end of effective 01 Jan 1985 ----
Source: official Missouri text · Last verified 2026-08-27
Frequently Asked Questions About Missouri § 380.361
What does Revised Statutes of Missouri § 380.361 cover?
Section 380.361 ("Surviving corporation after merger, rights and liabilities.") is part of the Revised Statutes of Missouri, the codified statutory law of Missouri. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite Missouri § 380.361?
A common citation format is "Revised Statutes of Missouri § 380.361" (Missouri). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of Missouri law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the Missouri official source linked on this page or consult a licensed Missouri attorney.
How does Missouri § 380.361 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Missouri can advise on how this section applies to you. Contact your state or local bar association for a referral.
Sources & Verification
Not legal advice. Verify against the official source and consult a licensed attorney in Missouri.