Oklahoma § 18-1088 - Status, Rights, Liabilities, etc. of Constituent and

§ 18-1088. Status, Rights, Liabilities, etc. of Constituent and

Surviving or Resulting Corporations Following Merger or

Consolidation.

STATUS, RIGHTS, LIABILITIES, ETC. OF CONSTITUENT AND SURVIVING

OR RESULTING CORPORATIONS FOLLOWING MERGER OR CONSOLIDATION

When any merger or consolidation shall have become effective

pursuant to the provisions of the Oklahoma General Corporation Act,

for all purposes of the laws of this state the separate existence of

all the constituent corporations, or of all such constituent

corporations except the one into which the other or others of such

constituent corporations have been merged, as the case may be, shall

cease and the constituent corporations shall become a new

corporation, or be merged into one of such corporations, as the case

may be, possessing all the rights, privileges, powers and franchises

as well of public as of a private nature, and being subject to all

the restrictions, disabilities and duties of each of such

Oklahoma Statutes - Title 18. Corporations

corporations so merged or consolidated; and all and singular, the

rights, privileges, powers and franchises of each of said

corporations, and all property, real, personal and mixed, and all

debts due to any of said constituent corporations on whatever

account, as well for stock subscriptions as all other things in

action or belonging to each of such corporations shall be vested in

the corporation surviving or resulting from such merger or

consolidation; and all property, rights, privileges, powers and

franchises, and all and every other interest shall be thereafter as

effectually the property of the surviving or resulting corporation

as they were of the several and respective constituent corporations,

and the title to any real estate vested by deed or otherwise, under

the laws of this state, in any of such constituent corporations,

shall not revert or be in any way impaired by reason of the

provisions of the Oklahoma General Corporation Act; but all rights

of creditors and all liens upon any property of any of said

constituent corporations shall be preserved unimpaired, and all

debts, liabilities and duties of the respective constituent

corporations, from that time forward, shall attach to said surviving

or resulting corporation, and may be enforced against it to the same

extent as if said debts, liabilities and duties had been incurred or

contracted by it.

Added by Laws 1986, c. 292, § 88, eff. Nov. 1, 1986.