Restrictions on approval of mergers, conversions, and domestications.
Neb. Rev. Stat. § 21-183
in effect21-183. Restrictions on approval of mergers, conversions, and domestications.
(RULLCA 1014) (a) If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, converted, or domesticated organization, approval or amendment of a plan of merger, conversion, or domestication are ineffective without the consent of the member, unless:
(1) the company's operating agreement provides for approval of a merger, conversion, or domestication with the consent of fewer than all the members; and
(2) the member has consented to the provision of the operating agreement.
(b) A member does not give the consent required by subsection (a) of this section merely by consenting to a provision of the operating agreement that permits the operating agreement to be amended with the consent of fewer than all the members.
Laws 2010, LB888, § 83.
Source: Nebraska Legislature (nebraskalegislature.gov)URL: https://nebraskalegislature.gov/laws/statutes.php?statute=21-183Fetched: 10/20/2026
