Free STATE OF MAINE - Maine


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Date: January 11, 2008
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State: Maine
Category: Limited Partnership
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http://www.maine.gov/sos/cec/corp/formsnew/mlpa10.pdf

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LIMITED PARTNERSHIP STATE OF MAINE

ARTICLES OF MERGER
_____________________ Deputy Secretary of State

Pursuant to 31 MRSA §1438, the undersigned survivor of the merger executes and delivers the following Articles of Merger:

A True Copy When Attested By Signature

_____________________ Deputy Secretary of State

FIRST:

The names, type of organization and jurisdiction of its governing statute of each constituent organization: Name Type of organization Jurisdiction

_______________________________________________________________________________________________ _______________________________________________________________________________________________ _______________________________________________________________________________________________ _______________________________________________________________________________________________ Name, type of organization and jurisdiction of additional constituent organizations are attached as Exhibit ____, and made a part hereof.

SECOND:

The name and jurisdiction of its governing statute of the surviving limited partnership: Name Jurisdiction

_______________________________________________________________________________________________

THIRD:

Check only if applicable The surviving organization was created as a result of the merger.

FOURTH:

Effective date of the merger (if other than date of filing of the Articles of Merger) is: ___________________________ (Not to exceed 90 days from the date of filing of the Articles of Merger)

Form No. MLPA-10 (1 of 3)

FIFTH:

("X" one box only) If the originating document of the survivor of a merger is amended, the amendments to the survivor's originating document are attached as Exhibit ____, and made a part hereof. If the result of the merger creates a new limited partnership, attached is Exhibit ________ which contains all the provisions required to be set forth in its Certificate of Limited Partnership. (attach form MLPA-6-1).

SIXTH: SEVENTH:

The merger was approved as required by the governing statute for each constituent organization. A surviving organization that is a foreign organization consents to the jurisdiction of the courts of this State to enforce any obligation owed by a constituent organization, if before the merger the constituent organization was subject to suit in this State on the obligation. A surviving organization that is a foreign organization and not authorized to transact business in this State appoints the Secretary of State as its agent for service of process for the purposes of enforcing an obligation under this 31 MRSA §1439.2. Service on the Secretary of State under this 31 MRSA §1439.2 is made in the same manner and with the same consequences as in 31 MRSA § 1317, §§ 3 and 4. _______________________________________________________________________________________________
(mailing address)

EIGHTH:

Other information required, if any, by the governing statute of any of the constituent organizations are set forth in the attached Exhibit ____ and made a part hereof.

Must be completed by the First Constituent Organization
_______________________________________________________________________ (Name of organization) ___________________________________________________ (*Authorized signature) ___________________________________________________ (*Authorized signature) _____________________________ (Date)

___________________________________________ (Type or print name and capacity) ___________________________________________ (Type or print name and capacity)

Must be completed by the Second Constituent Organization
_______________________________________________________________________ (Name of organization) ___________________________________________________ (*Authorized signature) ___________________________________________________ (*Authorized signature) _____________________________ (Date)

___________________________________________ (Type or print name and capacity) ___________________________________________ (Type or print name and capacity)

Form No. MLPA-10 (2 of 3)

Must be completed by the Third Constituent Organization
_______________________________________________________________________ (Name of organization) ___________________________________________________ (*Authorized signature) ___________________________________________________ (*Authorized signature) _____________________________ (Date)

___________________________________________ (Type or print name and capacity) ___________________________________________ (Type or print name and capacity)

Must be completed by the Fourth Constituent Organization
_______________________________________________________________________ (Name of organization) ___________________________________________________ (*Authorized signature) ___________________________________________________ (*Authorized signature) _____________________________ (Date)

___________________________________________ (Type or print name and capacity) ___________________________________________ (Type or print name and capacity)

(Copy this page, and modify participant number, if more signature spaces are needed.)

*Articles MUST be signed as follows: (1) For each preexisting constituent limited partnership by all of the general partners listed in the Certificate of Limited Partnership; and (2) For each other preexisting constituent organization, by an authorized representative. The execution of this certificate constitutes an oath or affirmation under the penalties of false swearing under 17-A MRSA §453. Please remit your payment made payable to the Maine Secretary of State. Submit completed form to: Secretary of State Division of Corporations, UCC and Commissions 101 State House Station Augusta, ME 04333-0101 Telephone Inquiries: (207) 624-7752 Email Inquiries: [email protected]

Form No. MLPA-10 (3 of 3) Rev. 7/1/2007