Companies Act, 2019 (Act 992)
Section 249 - Effect of certificate of merger
(1) A merger shall be effective on the date shown in the certificate of merger.
(2) Where the name of the transferee company is the same as one of the merging companies, the transferee company shall have the name specified in the merger proposal.
(3) Subject to subsections (4) and (5), the Registrar shall dissolve, without winding up, the merging companies other than the transferee company retained under subsection (2).
(4) The property, rights, powers, and privileges of each of the merging companies which have been dissolved under subsection (3) shall continue to be the property, rights, powers and privileges of the transferee company.
(5) The transferee company shall continue to be liable for the liabilities and obligations of each of the merging companies and a proceeding instituted by or against a transferor company shall be continued by or against the transferee company.
(6) A conviction, ruling, order, or judgment in favour of or against a transferor company may be enforced by or against the transferee company.
(7) A provision of the merger proposal that provides for the conversion of the shares or rights of members in the merging companies shall have effect in accordance with the tenor of the merger proposal.
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