Form BCA 11.39 Articles of Merger Between Illinois Corporations and Limited Liability Companies - Illinois

Form BCA11.39 is a Illinois Secretary of State form also known as the "Articles Of Merger Between Illinois Corporations And Limited Liability Companies". The latest edition of the form was released in December 1, 2003 and is available for digital filing.

Download an up-to-date fillable Form BCA11.39 in PDF-format down below or look it up on the Illinois Secretary of State Forms website.

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BCA 11.39
FORM
(rev. Dec. 2003)
ARTICLES OF MERGER
BETWEEN ILLINOIS CORPORATIONS
AND LIMITED LIABILITY COMPANIES
Business Corporation Act
Secretary of State
Department of Business Services
501 S. Second St., Rm. 350
Springfield, IL 62756
217-782-6961
www.cyberdriveillinois.com
Remit payment in the form of a
check or money order payable
to Secretary of State.
The filing fee is $100, but if merger
involves more than two corporations,
submit $50 for each additional corporation.
_____________________________ File #___________________________ Filing Fee: $__________________ Approved: ________
———— Submit in duplicate ———— Type or Print clearly in black ink ———— Do not write above this line ————
]1. Names of Corporations and Limited Liability Companies proposing to merge and State or Country of organization or
incorporation:
Name of Corporation or
State or Country of
Corporation
Limited Liability Company
Organization/Incorporation
File Number
___________________________________________
________________________
_______________________
___________________________________________
________________________
_______________________
___________________________________________
________________________
_______________________
___________________________________________
________________________
_______________________
2. The laws of the state or country under which each Corporation and Limited Liability Company are organized, permit
such merger.
\3. a. Name of Surviving Party: ________________________________________________________________________
b. Corporation or Limited Liability Company shall be governed by the laws of: ________________________________
For more space, attach additional sheets of this size.
\4. Plan of merger is as follows:
Page 1
Printed by authority of the State of Illinois. January 2015 — 1 — C 294.6
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BCA 11.39
FORM
(rev. Dec. 2003)
ARTICLES OF MERGER
BETWEEN ILLINOIS CORPORATIONS
AND LIMITED LIABILITY COMPANIES
Business Corporation Act
Secretary of State
Department of Business Services
501 S. Second St., Rm. 350
Springfield, IL 62756
217-782-6961
www.cyberdriveillinois.com
Remit payment in the form of a
check or money order payable
to Secretary of State.
The filing fee is $100, but if merger
involves more than two corporations,
submit $50 for each additional corporation.
_____________________________ File #___________________________ Filing Fee: $__________________ Approved: ________
———— Submit in duplicate ———— Type or Print clearly in black ink ———— Do not write above this line ————
]1. Names of Corporations and Limited Liability Companies proposing to merge and State or Country of organization or
incorporation:
Name of Corporation or
State or Country of
Corporation
Limited Liability Company
Organization/Incorporation
File Number
___________________________________________
________________________
_______________________
___________________________________________
________________________
_______________________
___________________________________________
________________________
_______________________
___________________________________________
________________________
_______________________
2. The laws of the state or country under which each Corporation and Limited Liability Company are organized, permit
such merger.
\3. a. Name of Surviving Party: ________________________________________________________________________
b. Corporation or Limited Liability Company shall be governed by the laws of: ________________________________
For more space, attach additional sheets of this size.
\4. Plan of merger is as follows:
Page 1
Printed by authority of the State of Illinois. January 2015 — 1 — C 294.6
5. Plan of merger was approved, as to each Limited Liability Company, in compliance with the laws of the state under
which it is organized, and (b) as to each Illinois corporation, as follows:
Mark an “X” in one box only for each Illinois Corporation.
By the shareholders, a
resolution of the board of
By written consent of the
directors having been
shareholders having not
duly adopted and submit-
less than the minimum
ted to a vote at a meeting
number of votes required
of shareholders. Not less
by statute and by the
than the minimum num-
Articles of Incorporation.
ber of votes required by
Shareholders who have
By written consent of ALL
statute and by the Articles
not consented in writing
the shareholders entitled
of Incorporation voted in
have been given notice in
to vote on the action, in
favor of the action taken.
accordance with §7.10.
accordance with §7.10
(§11.20)
(§11.20)
and §11.20.
Name of Corporation:
____________________
____________________
____________________
______________________________
______________________________
______________________________
______________________________
______________________________
6. Not applicable if survivor is an Illinois Corporation or an Illinois Limited Liability Company.
It is agreed that, upon and after the filing of Articles of Merger by the Secretary of State of the State of Illinois:
a. The surviving Limited Liability Company may be served with process in the State of Illinois in any proceeding for the
enforcement of any obligation of any Corporation organized under the laws of the State of Illinois which is a party to
the merger and in any proceeding for the enforcement of the rights of a dissenting shareholder of any such
Corporation organized under the laws of the State of Illinois against the surviving Limited Liability Company.
b. The Secretary of State of the State of Illinois shall be and is hereby irrevocably appointed as the agent of the sur-
viving Limited Liability Company to accept service of process in any such proceedings, and
c. The surviving Limited Liability Company will promptly pay to the dissenting shareholders of any Corporation organ-
ized under the laws of the State of Illinois which is a party to the merger the amount, if any, to which they shall be
entitled under the provisions of The Business Corporation Act of 1983 of the State of Illinois with respect to the rights
of dissenting shareholders.
Page 2
7. a. The undersigned Corporations have caused this statement to be signed by their duly authorized officers, each of
whom affirms, under penalties of perjury, that the facts stated herein are true and correct. All signatures must be
in BLACK INK.
Dated _______________________________ , _____
________________________________________________
Month & Day
Year
Exact Name of Corporation
______________________________________
Any Authorized Officer’s Signature
______________________________________
Name and Title (type or print)
Dated _______________________________ , _____
________________________________________________
Month & Day
Year
Exact Name of Corporation
______________________________________
Any Authorized Officer’s Signature
______________________________________
Name and Title (type or print)
7. b. The undersigned Limited Liability Companies have caused this statement to be signed by their duly authorized per-
son, who affirms, under penalties of perjury, that the facts stated herein are true and correct. All signatures must
be in BLACK INK.
Dated _______________________________ , _____
________________________________________________
Month & Day
Year
Exact Name of Limited Liability Company
______________________________________
Signature
______________________________________
Name and Title (type or print)
Dated _______________________________ , _____
________________________________________________
Month & Day
Year
Exact Name of Limited Liability Company
______________________________________
Signature
______________________________________
Name and Title (type or print)
Page 3

Download Form BCA 11.39 Articles of Merger Between Illinois Corporations and Limited Liability Companies - Illinois

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