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4-37-608. Application of § 4-37-404 after merger.
Arkansas Code — all titles (historical 2020) · legal_authorities
4-37-608. Application of § 4-37-404 after merger.
(a) A creditor's right that existed under § 4-37-404 immediately before a merger under § 4-37-604 may be enforced after the merger in accordance with the following rules:
(1) A creditor's right that existed immediately before the merger against the surviving company, a continuing protected series, or a relocated protected series continues without change after the merger.
(2) A creditor's right that existed immediately before the merger against a nonsurviving company:
(A) may be asserted against an asset of the non-surviving company which vested in the surviving company as a result of the merger; and
(B) does not otherwise change.
(3) Subject to subsection (b), the following rules apply:
(A) In addition to the remedy stated in subdivision (a)(1), a creditor with a right under § 4-37-404 which existed immediately before the merger against a non-surviving company or a relocated protected series may assert the right against:
(i) an asset of the surviving company, other than an asset of the non-surviving company which vested in the surviving company as a result of the merger;
(ii) an asset of a continuing protected series; or
(iii) an asset of a protected series established by the surviving company as a result of the merger;
(iv) if the creditor's right was against an asset of the non-surviving company, an asset of a relocated series; or
(v) if the creditor's right was against an asset of a relocated protected series, an asset of another relocated protected series.
(B) In addition to the remedy stated in subdivision (a)(2), a creditor with a right that existed immediately before the merger against the surviving company or a continuing protected series may assert the right against:
(i) an asset of a
Source: Arkansas Code — historical release 78 (November 6, 2020) · 4-37-608
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. A text match is a research starting point; applicability is not established.
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Stable record: arkansas_code:legal_authorities:4-37-608
Source file: gov.ar.code.title.04.odt
Pages: Not recorded – Not recorded
Passage SHA-256: f70abbcbc1a23f6b897f1f8d6d50dd05b89defcad56af6f1c42fbb9c6a81df37
Source location: content.xml paragraph 25432
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4-37-608. Application of § 4-37-404 after merger.
(a) A creditor's right that existed under § 4-37-404 immediately before a merger under § 4-37-604 may be enforced after the merger in accordance with the following rules:
(1) A creditor's right that existed immediately before the merger against the surviving company, a continuing protected series, or a relocated protected series continues without change after the merger.
(2) A creditor's right that existed immediately before the merger against a nonsurviving company:
(A) may be asserted against an asset of the non-surviving company which vested in the surviving company as a result of the merger; and
(B) does not otherwise change.
(3) Subject to subsection (b), the following rules apply:
(A) In addition to the remedy stated in subdivision (a)(1), a creditor with a right under § 4-37-404 which existed immediately before the merger against a non-surviving company or a relocated protected series may assert the right against:
(i) an asset of the surviving company, other than an asset of the non-surviving company which vested in the surviving company as a result of the merger;
(ii) an asset of a continuing protected series; or
(iii) an asset of a protected series established by the surviving company as a result of the merger;
(iv) if the creditor's right was against an asset of the non-surviving company, an asset of a relocated series; or
(v) if the creditor's right was against an asset of a relocated protected series, an asset of another relocated protected series.
(B) In addition to the remedy stated in subdivision (a)(2), a creditor with a right that existed immediately before the merger against the surviving company or a continuing protected series may assert the right against:
(i) an asset of a relocated protected series; or
(ii) an asset of a non-surviving company which vested in the surviving company as a result of the merger.
(b) For the purposes of subdivision (a)(3) and § 4-37-404(b)(1)(A), § 4-37-404(b)(2)(A), and § 4-37-404(b)(3)(A), the incurrence date is deemed be the date on which the merger becomes effective.
(c) A merger under § 4-37-604 does not affect the manner in which § 4-37-404 applies to a liability incurred after the merger.
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Arkansas Code — all titles (historical 2020) · legal_authorities
4-37-404. Enforcement against non-associated asset.
(a) In this section:
(1) “Enforcement date” means 12:01 a.m. on the date on which a claimant first serves process on a series limited liability company or protected series in an action seeking to enforce under this section a claim against an asset of the company or protected series by attachment, levy, or the like.
(2) Subject to § 4-37-608(b), “incurrence date” means the date on which a series limited liability company or protected series incurred the liability giving rise to a claim that a claimant seeks to enforce under this section.
(b) If a claim against a series limited liability company or a protected series of the company has been reduced to judgment, in addition to any other remedy provided by law or equity, the judgment may be enforced in accordance with the following rules:
(1) A judgment against the company may be enforced against an asset of a protected series of the company if the asset:
(A) was a non-associated asset of the protected series on the incurrence date; or
(B) is a non-associated asset of the protected series on the enforcement date.
(2) A judgment against a protected series may be enforced against an asset of the company if the asset:
(A) was a non-associated asset of the company on the incurrence date; or
(B) is a non-associated asset of the company on the enforcement date.
(3) A judgment against a protected series may be enforced against an asset of another protected series of the company if the asset:
(A) was a non-associated asset of the other protected series on the incurrence date; or
(B) is a non-associated asset of the other protected series on the enforcement date.
(c) In addition to any other remedy provided by law or equity, if a claim against a series l
Source: Arkansas Code — historical release 78 (November 6, 2020) · 4-37-404
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 4-37-404. This identifies an authority to review, not proof of applicability.
Arkansas Code — all titles (historical 2020) · legal_authorities
4-37-604. Merger authorized — Parties restricted.
A series limited liability company may be party to a merger in accordance with § 4-32-1206, this section, and § 4-37-605 through 4-37-608 only if:
(1) each other party to the merger is a domestic limited liability company; and
(2) the surviving company is not created in the merger.
Source: Arkansas Code — historical release 78 (November 6, 2020) · 4-37-604
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 4-37-604. This identifies an authority to review, not proof of applicability.