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New Jersey Statutes, Title: 42, PARTNERSHIPS AND PARTNERSHIP ASSOCIATIONS
Chapter 2c: Revised Uniform Limited Liability Company Act
Section: 42:2c-86: Restrictions on approval of mergers, conversions, and domestications.
86. Restrictions on Approval of Mergers, Conversions, and Domestications.
a. If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, converted, or domesticated organization, approval or amendment of a plan of merger, conversion, or domestication are ineffective without the consent of the member, unless:
(1) the company's operating agreement provides for approval of a merger, conversion, or domestication with the consent of fewer than all the members; and
(2) the member has consented to the provision of the operating agreement.
b. A member does not give the consent required by subsection a. of this section merely by consenting to a provision of the operating agreement that permits the operating agreement to be amended with the consent of fewer than all the members.
L.2012, c.50, s.86.
This section added to the Rutgers Database: 2012-10-16 15:26:38.
Older versions of 42:2c-86 (if available):
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