Structure of the Merger. On the Effective Date (as defined in Section 8.1): (a) Effect of the Merger. The Company will merge (the "Merger") with and into Parent, with Parent being the surviving corporation (the "Surviving Corporation"), pursuant to the provisions of, and with the effect provided in the Michigan Business Corporation Act (the "MBCA") and the Wisconsin Business Corporation Law (the "WBCL"). The separate corporate existence of the Company shall thereupon cease. The Surviving Corporation shall continue to be governed by the MBCA and its separate corporate existence with all of its rights, privileges, immunities, powers and franchises shall continue unaffected by the Merger. The Merger shall have the effects set forth in Section 724 of the MBCA and Subchapter XI of Chapter 180 of the WBCL.
Appears in 3 contracts
Sources: Merger Agreement (Citizens Banking Corp), Merger Agreement (F&m Bancorporation Inc), Merger Agreement (Citizens Banking Corp)