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Articles Of Merger 2000 - Wisconsin
| Articles Of Merger Form. This is a Wisconsin form and can be used in General Secretary Of State . |
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Sec. 179.77, 180.1105, 181.1105, and 183.1204 Wis. Stats. State of Wisconsin DEPARTMENT OF FINANCIAL INSTITUTIONS Division of Corporate & Consumer Services ARTICLES OF MERGER 1. Non-Surviving Parties to the Merger: Company Name: Indicate (X) Entity Type Limited Partnership (Ch. 179, Wis. Stats.) Business Corporation (Ch. 180, Wis. Stats.) See Exception below Nonstock Corporation (Ch. 181, Wis. Stats.) Limited Liability Company (Ch. 183, Wis. Stats.) Organized under the laws of ____________ (state or country) Does the above named non-surviving party have a fee simple ownership interest in any Wisconsin real estate? Yes No IMPORTANT: If you answer yes, the surviving entity is required to file a report with the Wisconsin Dept. of Revenue under sec. 73.14 of the Wis. Stats. within 60 days after the effective date of the merger. NOTE: Sec. 73.14(2)(a) provides a penalty of $200 for each day that the report is late, not to exceed $7,500. You may access the form at: http://ww2.revenue.wi.gov/internet/merger.html Company Name: Indicate (X) Entity Type Limited Partnership (Ch. 179, Wis. Stats.) Business Corporation (Ch. 180, Wis. Stats.) See Exception below Nonstock Corporation (Ch. 181, Wis. Stats.) Limited Liability Company (Ch. 183, Wis. Stats.) Organized under the laws of (state or country) Does the above named non-surviving party have a fee simple ownership interest in any Wisconsin real estate? Yes No IMPORTANT: If you answer yes, the surviving entity is required to file a report with the Wisconsin Dept. of Revenue under sec. 73.14 of the Wis. Stats. within 60 days after the effective date of the merger. NOTE: Sec. 73.14(2)(a) provides a penalty of $200 for each day that the report is late, not to exceed $7,500. You may access the form at: http://ww2.revenue.wi.gov/internet/merger.html Schedule more non-surviving parties as an additional page and indicate whether the non-surviving party has a fee simple ownership interest in any Wisconsin real estate. 2. Surviving Entity: Company Name: Indicate (X) Entity Type Limited Partnership (Ch. 179, Wis. Stats.) Business Corporation (Ch. 180, Wis. Stats.) See Exception below Nonstock Corporation (Ch. 181, Wis. Stats.) Limited Liability Company (Ch. 183, Wis. Stats.) Organized under the laws of (state or country) EXCEPTION: If the merger involves only Chapter 180 business corporations, use form 2001. FILING FEE - $150.00 DFI/CORP/2000(R08/11) American LegalNet, Inc. www.FormsWorkFlow.com 1 3. Indicate below if the surviving entity is an indirect wholly owned subsidiary or parent: The surviving entity is a Domestic or Foreign Business Corporation that is an indirect wholly owned subsidiary or parent and the merger was approved in accordance with sec. 180.11045 and the requirements of sec. 180.11045(2) have been satisfied. The surviving entity is not a Domestic or Foreign Business Corporation that is an indirect wholly owned subsidiary or parent. 4. The Plan of Merger included in this document was approved by each entity that is a party to the merger in the manner required by the laws applicable to each entity, and in accordance with ss. 180.1103, 180.1104, 181.1103, 181.1104 and 183.1202, if applicable. CONTINGENCY STATEMENT The surviving entity of this merger is a domestic or foreign nonstock corporation. The Plan of Merger included in this document was approved by each entity that is a party to the merger in the manner required by the laws applicable to each entity, and in accordance with ss. 180.1103, 180.1104 and 183.1202, if applicable, and by a person other than the members or the board, if the approval of such person is required under s. 181.1103(2)(c). The approval of members is not required, and the Plan of Merger was approved by a sufficient vote of the board. The number of votes cast by each class of members to approve the Plan of Merger were sufficient for approval by that class. Membership Class Number of Memberships Outstanding Number of Votes Entitled to be Cast For Against (Append or attach the PLAN OF MERGER, (Optional Plan of Merger template on Pages 3 & 4) 5. (OPTIONAL) Effective Date and Time of Merger These articles of merger, when filed, shall be effective on _ (date) at ______ (time). (An effective date declared under this article may not be earlier than the date the document is delivered to the department for filing, nor more than 90 days after its delivery. If no effective date and time is declared, the effective date and time will be determined by ss. 179.11(2), 180.0123, 181.0123 or 183.0111, whichever section governs the surviving domestic entity.) 6. Executed on (date) by the surviving entity on behalf of all parties to the merger. Mark (X) below the title of the person executing the document. For a limited partnership Title: General Partner For a limited liability company Title: Member OR Manager This document was drafted by: DFI/CORP/2000(R08/11) (Name the individual who drafted the document) American LegalNet, Inc. www.FormsWorkFlow.com ______________________________________ (Signature) _____________________________________ (Printed Name) For a corporation Title: President OR or other officer title Secretary . 2 Sec. 179.77, 180.1101(2), 181.1101(2), and 183.1203(2) Wis. Stats. (TEMPLATE) State of Wisconsin DEPARTMENT OF FINANCIAL INSTITUTIONS Division of Corporate & Consumer Services PLAN OF MERGER 1. Non-Surviving Parties to the Merger: Company Name: Indicate (X) Entity Type Limited Partnership (Ch. 179, Wis. Stats.) Business Corporation (Ch. 180, Wis. Stats.) Nonstock Corporation (Ch. 181, Wis. Stats.) Limited Liability Company (Ch. 183, Wis. Stats.) Organized under the laws of (state or country) Company Name: Indicate (X) Entity Type Limited Partnership (Ch. 179, Wis. Stats.) Business Corporation (Ch. 180, Wis. Stats.) Nonstock Corporation (Ch. 181, Wis. Stats.) Limited Liability Company (Ch. 183, Wis. Stats.) Organized under the laws of (state or country) Schedule more non-surviving parties as an additional page. 2. Surviving Entity: Company Name: Indicate (X) Entity Type Limited Partnership (Ch. 179, Wis. Stats.) Business Corporation (Ch. 180, Wis. Stats.) Nonstock Corporation (Ch. 181, Wis. Stats.) Limited Liability Company (Ch. 183, Wis. Stats.) Organized under the laws of (state or country) DFI/CORP/2000(R08/11) American LegalNet, Inc. www.FormsWorkFlow.com 3 PLAN OF MERGER (T E M P L A T E, Cont'd) 3. The manner and basis of converting the interests in each business entity that is a party to the
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