[§428-1010] Merger of foreign limited liability companies authorized to transact business in this State. (a) Whenever a foreign limited liability company authorized to transact business in this State shall be a party to a statutory merger or consolidation under the laws of the jurisdiction in which it is organized, and is the surviving company, within thirty days after the merger or consolidation becomes effective, it shall deliver to the director a certificate evidencing the merger duly authenticated by the proper officer of the jurisdiction under which the statutory merger was effectuated. The certificate evidencing the merger or consolidation shall be evidence of an amendment changing the name if the name of the surviving entity is changed thereby. If the certificate is in a foreign language, a translation into English under oath of the translator shall accompany the certificate.
(b) If the surviving or new entity is not authorized to transact business in this State and does not intend to do so after the merger, it shall file an application for cancellation of the nonsurviving or consolidated foreign limited liability company's authority to transact business in this State in accordance with section 428-1007, together with the certificate evidencing the merger or consolidation.
(c) If the surviving or new entity intends to transact business in this State after the merger or consolidation, it may not do business in this State until an application for authority has been filed with the director. [L 1996, c 92, pt of §1]