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In Kentucky, business entities are required by law to formally dissolve. In order to properly close, a domestic entity must file articles of dissolution, and a foreign entity must file a certificate of withdrawal. These forms are available for download on this website.
One or more corporations of Delaware can consolidate or merge with one or more limited liability companies in the state of Delaware or elsewhere in the United States.
To register a foreign corporation in Kentucky, you must file a Kentucky Certificate of Authority with the Kentucky Secretary of State. You can submit this document by mail, online, or in person. The Certificate of Authority for a foreign Kentucky corporation costs $90 to file.
The California Corporations Code (CCC) requires the board of directors of the California Corporation as well as the Delaware subsidiary to approve the agreement of merger before you convert a California entity to a Delaware entity.
Merging Domestic Corporations and Limited Liability Companies. One or more corporations of Delaware can consolidate or merge with one or more limited liability companies in the state of Delaware or elsewhere in the United States.
Short-form merger The short form is a type of ?friendly? merger that can be used to combine two LLCs in Delaware. The state of Delaware also approved the consolidation of a Delaware non-corporate entity as the parent and a subsidiary in which the parent accounts for a minimum of 90% outstanding shares per stock class.
Anyone can be a member of a Delaware LLC or corporation. Generally, the members of an LLC are individuals, but it doesn't stop there. Many people opt to set up the Delaware LLC with another company as the member. This can be a corporation, LP, or even another Delaware LLC.
The corporate laws of Delaware allow a corporation to convert to an LLC with relative ease. The Delaware General Corporation Law states: ?[a]ny other entity may convert to a domestic limited liability company by complying with subsection (h) of this section and filing in the office of the Secretary of State.?