Vermont § 3285 - Merger of partnerships

§ 3285. Merger of partnerships

• (a) Pursuant to a plan of merger approved as provided in subsection (c) of this section,
  a partnership may be merged with one or more partnerships or limited partnerships. (b) The plan of merger must set forth: (1) the name of each partnership or limited partnership that is a party to the merger; (2) the name of the surviving entity into which the other partnerships or limited partnerships
  will merge; (3) whether the surviving entity is a partnership or a limited partnership and the status
  of each partner; (4) the terms and conditions of the merger; (5) the manner and basis of converting the interests of each party to the merger into
  interests or obligations of the surviving entity, or into money or other property
  in whole or in part; and (6) the street address of the surviving entity’s chief executive office. (c) The plan of merger must be approved: (1) in the case of a partnership that is a party to the merger, by all of the partners,
  or a number or percentage specified for merger in the partnership agreement; and (2) in the case of a limited partnership that is a party to the merger, by the vote required
  for approval of a merger by the law of the state or foreign jurisdiction in which
  the limited partnership is organized and, in the absence of such a specifically applicable
  law, by all of the partners, notwithstanding a provision to the contrary in the partnership
  agreement. (d) After a plan of merger is approved and before the merger takes effect, the plan may
  be amended or abandoned as provided in the plan. (e) The merger takes effect on the later of: (1) the approval of the plan of merger by all parties to the merger, as provided in subsection
  (c) of this section; (2) the filing of all documents required by law to be filed as a condition to the effectiveness
  of the merger; or (3) any effective date specified in the plan of merger. (Added 1997, No. 149 (Adj. Sess.), § 1, eff. Jan. 1, 1999.)