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of creditors and all liens upon the property of the Merging
Corporation ahall be preserved unimpaired, limited in lien to
the property affected by such liens at the time of the Merger
becoming effective; and all debts~ contracts, liabilities,
obltgations and duties of the Merging ~orporatiat~ shall thencefort~.
attach to the Surviving Corporation and may be enforced against
it to the same extent as if they had been incurred or contracted
by it.
B. The identity, existence, purposes, powers, franchises,
rights, and immunities, whether public or private, of the Surviving
Corporation, Southeast, shall continue unaffected and unin?paired
~ by the Merger, except as modified in this Agreement.
ARTICLE II
Continuation of Certificate of Incorporation
of the Surviving Corporation
The Certificate of Incorporation of Southeast, as ;
presently filed and recorded, shall upon the Merger, continue
~ as the Articles of Incorporation and shall remain the instrument to
p be referred to When reference is to be made to the Articles of
f
E •
' Incorporation of the Surviving Corporation immediately after the
~
~ merger.
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~
~ ARTICLE III
~
~
~ Continuation of By-Laws of Surviving Corporation
The By-Lavs of the Surviving Corporation, Southeast,
~
~ in effect at the time the Merger becames effective shall be and
~ remain the By-Laws of the Surviving Corporation until the same
~ shall be altered, amended, or repealed.
~
~ ARTICLE IV
~ Continuation of Officers and Directors
~ of Surviving Corporation
~
~
r ~ \
~ The Officers and Directors of Surviving Corporation,
~
~ Southeast, in office at the timc the Merger becomes effective
~
~ shall be and recnain the Officers and Direc[ora of the Surviving
~
~
~ _3_ ~ooK192 22?8
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