LLC Merger Approval and Filing Requirements in North Carolina
At a glance
| Governing law, route name, and transaction scope | North Carolina LLC mergers are governed by the Limited Liability Company Act, Chapter 57D of the General Statutes, and specifically by Part 4 of Article 9, § 57D-9-40 through § 57D-9-43. Article 9 is titled for both conversion and merger and is divided into parts: Part 2 and Part 3 handle conversion into and out of the LLC form, and Part 4 handles merger. The operative grant is short. § 57D-9-40 provides that an LLC may merge with one or more other eligible entities if both of two requirements are met, namely that the merger is permitted by the law governing the organization and internal affairs of each other merging entity, and that each merging entity complies with the requirements of this Part and to the extent applicable the law other than this Part governing the organization and internal affairs of each merging entity. North Carolina thus takes the deferential approach: its own statute authorizes the transaction from the LLC side and then defers to each counterparty jurisdiction for whether that side may participate. Merger is a distinct transaction from conversion, which Article 9 treats separately, and the statute nowhere uses the word consolidation as a separate transaction type. Filing mechanics are not in Chapter 57D at all. § 57D-1-20 provides that a document required or permitted by this Chapter to be filed by the Secretary of State must be filed as provided in Chapter 55D of the General Statutes, the shared filing chapter. |
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| Eligible domestic, foreign, and other-form constituents and survivors | The class of permitted parties is set by a defined term. § 57D-9-01 defines an eligible entity as a corporation, including a professional corporation and a foreign professional corporation, a domestic or foreign nonprofit corporation, a limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership, or any other partnership, whether or not formed under the laws of this State. That closing phrase is what makes the provision cross-border: a foreign entity of any of those forms is an eligible entity. The same section defines a merging entity as an eligible entity that is a party to a merger, a merging LLC as a merging entity that is an LLC, and a surviving entity as the eligible entity into which a converting entity converts or into which an eligible entity is merged. Because the survivor need only be an eligible entity, the LLC may be the survivor or may disappear into a corporation, partnership, or foreign entity. The outer limit is the second half of § 57D-9-40, which conditions the merger on its being permitted by the law governing the organization and internal affairs of each other merging entity, so a counterparty whose own statute forbids the combination cannot be dragged in by North Carolina law. § 57D-9-43 separately contemplates that the surviving entity may not be a domestic eligible entity and may not be authorized to transact business in this State. |
| Plan of merger contents, consideration, and survivor governing documents | § 57D-9-41 requires each merging entity to approve a written plan of merger, and fixes five mandatory contents: the name, type of entity, and jurisdiction whose law governs the organization and internal affairs of each merging entity immediately before the merger; the name of the surviving entity; the terms and conditions of the merger; the manner and basis of converting the interests in each merging entity into interests, obligations, or securities of the surviving entity, or into cash or other property or any combination thereof, or of cancelling the interests; and, if the surviving entity is an LLC, any amendments to its articles of organization that are to be made in connection with the merger. The consideration clause is deliberately broad, and it expressly authorizes cancelling interests outright as well as paying cash or other property. The plan may contain other provisions pertaining to the merger. North Carolina also allows facts outside the document to drive it: under § 57D-9-41 the provisions other than the parties, the survivor name, and the articles amendments may be made dependent on facts objectively ascertainable outside the plan of merger if the plan provides the manner in which the facts will operate, and the statute lists market indices, security prices, interest rates, currency exchange rates, a determination or action by the merging LLC or any other person, and the terms of an agreement as examples. The survivor governing-document change rides in the plan and is then restated in the articles of merger under § 57D-9-42. |
| Member approval threshold, operating-agreement control, and other constituents' approvals | The approval rule sits outside Article 9. § 57D-3-03 provides that the approval of all members is required to do any of six things, of which the sixth is to merge the LLC with or into another eligible entity under Article 9 of this Chapter, and the fifth is to convert it. Unanimity is therefore the North Carolina default. § 57D-9-41 restates it, providing that under § 57D-3-03(6) all of the members of the merging LLC must approve the plan of merger. Two features distinguish North Carolina from states with the same nominal default. First, the statute does not attach an express operating-agreement override to the merger approval the way many LLC acts do; the unanimity rule is stated flatly in § 57D-3-03, and § 57D-3-03 itself also makes adopting or amending an operating agreement a unanimous act. Second, approval is not confined to members. § 57D-9-41 adds that any economic interest owner of the merging LLC who because of the merger will become personally liable for liabilities of the merging LLC, any other merging entity, or the surviving entity, whether arising before or after the merger, must approve the plan of merger. As to the other side of the deal, § 57D-9-41 provides that the plan of merger must be approved in accordance with the law governing the organization and internal affairs of each merging entity, and § 57D-9-40 makes each merging entity comply with its own law. |
| Meeting notice, written consent, waiver, and new-personal-liability consent | Chapter 57D prescribes no merger meeting, no notice period, and no ballot or written-consent procedure for members. Part 4 imposes exactly one information requirement, in § 57D-9-41: a merging LLC shall provide a copy of the plan of merger to each member of the merging LLC prior to its approval. There is no stated number of days, no statutory form of notice, and no waiver provision, because with unanimity required under § 57D-3-03 every member must act anyway and a notice-and-quorum apparatus has nothing to do. The new-personal-liability consent is the one place North Carolina goes beyond the membership roll. § 57D-9-41 requires the approval of any economic interest owner of the merging LLC who because of the merger will become personally liable for liabilities of the merging LLC, any other merging entity, or the surviving entity, whether arising before or after the merger. An economic interest owner is a holder of an economic interest who is not a member, so this reaches a person with no voting role who would otherwise be bound. The consent is keyed to becoming personally liable and covers liabilities arising both before and after the merger. Nothing in Part 4 permits the LLC to dispense with it, and § 57D-9-41 makes the plan amendable after approval only in the manner in which it was approved. |
| Merger filing contents, signers, companion filings, and filing offices | § 57D-9-42 provides that after a plan of merger has been approved by each merging entity as provided in § 57D-9-41, the surviving entity shall deliver articles of merger to the Secretary of State for filing. The filing duty is the survivor's, not the disappearing entity's. Six statements are required: the name, type of entity, and jurisdiction whose law governs each merging entity immediately before the merger; the name of the surviving entity; the mailing address of each merging entity immediately before the merger and the mailing address the surviving entity will have when the merger becomes effective; any amendment to the survivor's articles of organization if the survivor is an LLC; a statement that the plan of merger has been approved by each merging entity in the manner required by law; and, if the surviving entity is not authorized to transact business in this State, a statement that it consents to service of process on the Secretary of State and commits to report changes in its mailing address. Signing runs through § 57D-1-20, under which a document submitted on behalf of a limited liability company must be executed by a manager or other company official, or in specified cases an organizer or a court-appointed fiduciary, and through § 55D-10, which requires the signer to state the person's name and the capacity in which the person signs and requires the document to be delivered with the applicable fees. The fee is fixed by § 57D-1-22, which sets articles of merger at 50.00 dollars. § 57D-1-21 lets the Secretary of State prescribe mandatory forms only for certificates of existence and foreign-LLC certificates, so there is no mandatory merger form. A companion recording duty exists: § 57D-9-42 provides that certificates of merger must be registered as provided in G.S. 47-18.1, and § 55D-26 requires a Secretary of State certificate to be recorded with the register of deeds where real property lies when title vests in another entity upon merger. |
| Effective time, delayed date, plan amendment, abandonment, and correction | § 57D-9-42 provides that a merger takes effect when the articles of merger become effective, which in the case of a merging LLC is when the articles of merger filed by the Secretary of State become effective. When that is is answered by the shared filing chapter. § 55D-13 provides that a document accepted for filing is effective at the time of filing on the date it is filed, as evidenced by the Secretary of State's date and time endorsement, or at a time specified in the document on the date it is filed, and that a document may specify a delayed effective time and date. If a delayed effective date but no time is specified, the document is effective at 11:59:59 P.M. on that date, and a delayed effective date for a document may not be later than the 90th day after the date it is filed. Amendment and abandonment run on two tracks. Before the articles become effective, § 57D-9-41 allows the plan of merger to be amended as provided in the plan or otherwise in the manner in which it was approved, and allows it to be abandoned, subject to any contractual rights, on the same basis. Once the articles are on file but not yet effective, § 57D-9-42 requires corrective filings: if an amendment to the plan makes a statement in the articles incorrect, the survivor must deliver an amendment to the articles correcting it before they become effective, and if the articles are abandoned the survivor must deliver an amendment stating that they have been abandoned. For errors rather than changes, § 55D-14 supplies articles of correction, effective as of the effective time and date of the document they correct except as to persons who relied on the uncorrected document and were adversely affected. Expedited filing is available under § 55D-11 for a fee of two hundred dollars for same-business-day filing of a document received by noon, or one hundred dollars for filing within 24 hours. |
| Survivor existence, property, debts, proceedings, records, and registrations | § 57D-9-43 sets out seven consequences that occur when the merger takes effect. Each merging entity other than the surviving entity merges into the surviving entity and its separate existence ceases. The title to all real estate and other property owned by each merging entity is vested in the surviving entity without reversion or impairment. The surviving entity has all liabilities of each merging entity. A proceeding pending by or against any merging entity remains pending by or against that merging entity as if the merger did not occur, or the surviving entity may be substituted in the proceeding, which is a notably permissive rule that does not force substitution. If an LLC is the surviving entity, its articles of organization are amended to the extent provided in the articles of merger. The equity or beneficial ownership interests in, and the obligations and securities of, each merging entity that are to be converted are converted, and former holders are entitled only to the rights provided in the plan of merger, subject to Article 13 of Chapter 55 for former holders of shares in a domestic corporation. The statute also protects the status quo on liability: § 57D-9-43 provides that the merger does not affect the liability or absence of liability of any holder of an interest in a merging entity for acts, omissions, or obligations made or incurred before the merger, and that the cessation of a merging entity's separate existence is not a dissolution or termination. For land records, § 55D-26 requires recording of a Secretary of State certificate reciting the merger in each county where the property lies, indexed with the former name as grantor and the survivor as grantee. |
| Appraisal or dissent, creditor protection, and foreign-survivor service | North Carolina gives an LLC member no appraisal right and no dissenters remedy in a merger. Chapter 57D contains no appraisal article, and the words appraisal, dissenter, and dissenting member do not appear in the chapter at all. The only fair-value purchase in Chapter 57D is unrelated to merger: § 57D-6-03 provides that in a judicial dissolution proceeding brought by a member in which the court determines that dissolution is necessary, the court will not order dissolution if the LLC or one or more other members elect to purchase the ownership interest of the complaining member at its fair value. A member who objects to a merger is therefore protected by the approval rule rather than by a cash-out remedy: because § 57D-3-03 requires the approval of all members, a dissenting member can simply refuse. Dissent rights enter the transaction only through a corporate constituent. § 57D-9-43 preserves for former holders of shares in a domestic corporation any rights they may have under Article 13 of Chapter 55, and provides that if the surviving entity is not a domestic corporation it is deemed to agree that it will promptly pay to the dissenting shareholders of any merging entity that is a domestic corporation the amount to which they are entitled under Article 13 of Chapter 55 and otherwise to comply with that Article as if it were a domestic corporation. Creditors are protected by succession rather than by notice: the survivor has all liabilities under § 57D-9-43. A foreign survivor is reached by consent to service. § 57D-9-42 requires an unauthorized survivor to consent in the articles to service on the Secretary of State, and § 57D-9-43 deems a survivor that is not a domestic eligible entity to consent to be served in this State to enforce obligations of a domestic merging entity, the rights of dissenting shareholders, and obligations arising from the merger, and to have appointed the Secretary of State as its agent, with a fee under § 57D-1-22 and a duty on the Secretary to forward the process by registered or certified mail. |
| Short-form and other statutory routes and special-entity boundaries | Chapter 57D has no short-form merger. Part 4 of Article 9 contains four sections, § 57D-9-40, § 57D-9-41, § 57D-9-42, and § 57D-9-43, and none of them creates a parent-subsidiary route that dispenses with the plan or the member approval at an ownership threshold, so a wholly owned subsidiary merger runs the ordinary course. The intervening section numbers in Article 9 are not hidden routes: the numbers between the definitions and the conversion and merger parts are occupied by sections reading that they are reserved for future codification purposes. The alternative statutory route in Article 9 is conversion rather than merger, handled in Part 2 and Part 3 and treated by § 57D-3-03 as a separate unanimous act. The entity- form boundary is the eligible entity definition in § 57D-9-01, which draws in professional corporations and nonprofit corporations, so a merger with a nonprofit or professional entity is not excluded by Chapter 57D itself, but § 57D-9-40 subjects it to the law governing that counterparty, which is where any professional-licensing or nonprofit-asset restriction will bite. Foreign participation is likewise permitted by the definition and then policed by the counterparty's own law. The filing side is shared rather than special: § 57D-1-20 routes every LLC filing into Chapter 55D, whose § 55D-10 applies to documents filed under Chapters 55, 55A, 55B, 57D, and 59 alike. |
North Carolina handles LLC mergers in two places at once. The substantive rules are in Part 4 of Article 9 of the Limited Liability Company Act, four sections numbered § 57D-9-40 through § 57D-9-43. The filing rules are not in the LLC Act at all: § 57D-1-20 sends every document to Chapter 55D, a shared filing chapter used by the corporation, nonprofit, professional corporation, LLC, and partnership statutes together. The approval rule lives in a third place, the members article, at § 57D-3-03. A reader who opens only Article 9 will miss both the unanimity requirement and the effective-date cap.
Requirements one by one
The governing act and what counts as a merger
Chapter 57D is the North Carolina Limited Liability Company Act, and Article 9 of that chapter covers conversion and merger. Part 4 is the merger part. § 57D-9-40 states the authority in a single sentence: an LLC may merge with one or more other eligible entities if both of the following requirements are met, that the merger is permitted by the law governing the organization and internal affairs of each other merging entity, and that each merging entity complies with the requirements of this Part and to the extent applicable the law other than this Part governing the organization and internal affairs of each merging entity. That is a deferential rule. North Carolina authorizes the transaction from its own side and then asks whether the other side's law permits it. Conversion is a different transaction, governed by Part 2 and Part 3 of the same article, and the statute does not use consolidation as a separate concept.
Who can be a party
The permitted counterparties are set by the definition of eligible entity in § 57D-9-01: a corporation, including a professional corporation and a foreign professional corporation, a domestic or foreign nonprofit corporation, a limited liability company, a domestic or foreign limited partnership, a registered limited liability partnership or foreign limited liability partnership, or any other partnership, whether or not formed under the laws of this State. The final clause is what makes the rule cross-border. The same section defines merging entity as an eligible entity that is a party to a merger and surviving entity as the eligible entity into which an eligible entity is merged, so the LLC may survive or disappear. Whether a particular foreign or special-purpose counterparty may actually participate is left to that entity's own law by § 57D-9-40.
What the plan must say
§ 57D-9-41 requires each merging entity to approve a written plan of merger and lists five mandatory items: the name, type of entity, and governing jurisdiction of each merging entity immediately before the merger; the name of the surviving entity; the terms and conditions of the merger; the manner and basis of converting the interests in each merging entity into interests, obligations, or securities of the surviving entity, or into cash or other property or any combination thereof, or of cancelling the interests; and any amendments to the survivor's articles of organization if the survivor is an LLC. The plan may contain other provisions. It may also be made to depend on outside facts: the provisions other than the parties, the survivor's name, and the articles amendments may be made dependent on facts objectively ascertainable outside the plan if the plan provides the manner in which those facts will operate, with market indices, security prices, interest and exchange rates, a determination or action by a person or body, and the terms of an agreement given as examples.
Member approval and how far the operating agreement can move it
The threshold is not in Article 9. § 57D-3-03 provides that the approval of all members is required to merge the LLC with or into another eligible entity under Article 9, listing merger as the sixth of six unanimous acts alongside adopting or amending an operating agreement, admitting a member, selling substantially all the assets outside the ordinary course, dissolving outside Article 6, and converting. § 57D-9-41 restates the rule by cross-reference, providing that under § 57D-3-03(6) all of the members of the merging LLC must approve the plan of merger. Unlike LLC acts that expressly invite the operating agreement to lower a merger threshold, Chapter 57D attaches no such override to § 57D-3-03. The counterparty's approval is governed by its own law: § 57D-9-41 requires the plan to be approved in accordance with the law governing the organization and internal affairs of each merging entity.
Meetings, written consent and the personal-liability consent
Part 4 prescribes no meeting, no notice period, and no consent form. Its only information rule is in § 57D-9-41: a merging LLC shall provide a copy of the plan of merger to each member of the merging LLC prior to its approval. With unanimity required there is no quorum or vote-counting machinery to specify. The distinctive requirement is the second consent. § 57D-9-41 provides that any economic interest owner of the merging LLC who because of the merger will become personally liable for liabilities of the merging LLC, any other merging entity, or the surviving entity, whether arising before or after the merger, must approve the plan of merger. That reaches a holder of an economic interest who is not a member and therefore has no vote, and it covers liabilities arising both before and after the merger.
Articles of merger, signers and where they go
Under § 57D-9-42 the surviving entity delivers articles of merger to the Secretary of State after each merging entity has approved the plan. The articles state the name, type, and governing jurisdiction of each merging entity immediately before the merger; the survivor's name; the mailing address of each merging entity before the merger and the address the survivor will have when the merger becomes effective; any amendment to the survivor's articles of organization if the survivor is an LLC; a statement that the plan has been approved by each merging entity in the manner required by law; and, for a survivor not authorized to transact business in this State, a consent to service of process on the Secretary of State together with a commitment to report address changes. Execution is governed by § 57D-1-20, which requires a manager or other company official to sign, and by § 55D-10, which requires the signer to give the person's name and the capacity in which the person signs and requires the applicable fees to accompany the filing. § 57D-1-22 sets the articles of merger fee at 50.00 dollars. The Secretary of State's mandatory-form power under § 57D-1-21 does not extend to articles of merger, so there is no prescribed form. Certificates of merger must be registered as provided in G.S. 47-18.1 under § 57D-9-42, and § 55D-26 requires a Secretary of State certificate reciting the merger to be recorded with the register of deeds in each county where the entity's real property lies.
Effective date, amendment and abandonment
§ 57D-9-42 ties the merger to the filing: a merger takes effect when the articles of merger become effective, which for a merging LLC is when the articles filed by the Secretary of State become effective. § 55D-13 then fixes that moment. A document is effective at the time of filing on the date it is filed as evidenced by the Secretary of State's date and time endorsement, or at a time specified in the document on that date, and it may specify a delayed effective time and date. If a delayed date but no time is given the document is effective at 11:59:59 P.M. on that date, and a delayed effective date may not be later than the 90th day after the date it is filed. Before the articles become effective the plan itself may be amended or abandoned under § 57D-9-41, as the plan provides or otherwise in the manner in which it was approved, and abandonment is subject to any contractual rights. If a post-filing amendment makes a statement in the articles incorrect, or the articles are abandoned, § 57D-9-42 requires the survivor to file a correcting or abandoning amendment before the articles become effective. Genuine errors are handled by articles of correction under § 55D-14, which relate back to the corrected document except as to persons who relied and were adversely affected. Expedited filing is available under § 55D-11 at two hundred dollars for same-business-day filing of a document received by noon and one hundred dollars for filing within 24 hours.
What happens to property, debts and lawsuits
§ 57D-9-43 lists the effects. The non-surviving entities merge into the survivor and their separate existence ceases. Title to all real estate and other property vests in the survivor without reversion or impairment. The survivor has all liabilities of each merging entity. Pending proceedings remain pending by or against the merging entity as if the merger did not occur, or the survivor may be substituted for it, a permissive formulation rather than an automatic one. If an LLC survives, its articles of organization are amended to the extent the articles of merger provide. Interests, obligations, and securities are converted as the plan provides, and former holders are entitled only to the rights the plan gives them, except that former shareholders of a domestic corporation keep whatever rights they have under Article 13 of Chapter 55. The statute preserves the liability status quo: the merger does not affect the liability or absence of liability of any interest holder for acts, omissions, or obligations made or incurred before the merger, and the cessation of a merging entity's separate existence is not a dissolution or termination.
Appraisal, creditors and a foreign survivor
There is no LLC appraisal right in North Carolina. Chapter 57D has no appraisal article, and the terms appraisal, dissenter, and dissenting member do not appear in the chapter. The chapter's only fair-value purchase is in § 57D-6-03 and belongs to judicial dissolution: where a member sues to dissolve and the court determines dissolution is necessary, the court will not order it if the LLC or other members elect to purchase the complaining member's ownership interest at its fair value. The member's real protection is the approval rule, because § 57D-3-03 lets any single member refuse. Dissent enters only through a corporate party. § 57D-9-43 preserves Article 13 of Chapter 55 rights for former holders of shares in a domestic corporation, and provides that a survivor that is not a domestic corporation is deemed to agree to pay promptly the dissenting shareholders of any merging domestic corporation what they are entitled to under that Article and otherwise to comply with it as if it were a domestic corporation. Creditors rely on succession under § 57D-9-43 rather than on a notice procedure. A survivor that is not a domestic eligible entity is deemed to consent to service in this State to enforce obligations of a domestic merging entity, the rights of dissenting shareholders, and obligations arising from the merger, and to have appointed the Secretary of State as its agent, with the service fee set by § 57D-1-22 and a duty on the Secretary to forward process by registered or certified mail. An unauthorized survivor must also consent to service in the articles themselves under § 57D-9-42.
Short-form routes and special entities
Chapter 57D provides no short-form merger. Part 4 consists of § 57D-9-40, § 57D-9-41, § 57D-9-42, and § 57D-9-43, and none of them offers a parent-subsidiary route that skips the plan or the unanimous member approval at an ownership threshold, so a merger with a wholly owned subsidiary follows the ordinary course. The gaps in Article 9's numbering are not undiscovered routes; those section numbers are occupied by placeholders stating that they are reserved for future codification purposes. The genuine alternative in Article 9 is conversion, in Part 2 and Part 3, which § 57D-3-03 treats as its own unanimous act. Professional and nonprofit counterparties are inside the eligible entity definition in § 57D-9-01 rather than carved out, so Chapter 57D does not itself bar such a merger, but § 57D-9-40 subjects it to the counterparty's governing law, which is where licensing and charitable-asset restrictions apply. Filing is shared rather than special: § 57D-1-20 routes LLC documents into Chapter 55D, and § 55D-10 applies the same requirements to documents filed under Chapters 55, 55A, 55B, 57D, and 59.
Statutes and sources
- N.C. Gen. Stat. § 57D-9-40 states the authority for an LLC merger and conditions it on the counterparty jurisdiction permitting the merger and on each merging entity complying with its own governing law. Accessed September 11, 2026.
- N.C. Gen. Stat. § 57D-9-01 defines eligible entity, merging entity, and surviving entity for Article 9, reaching corporations, professional and nonprofit corporations, limited partnerships, limited liability partnerships, and general partnerships whether or not formed in the State. Accessed September 11, 2026.
- N.C. Gen. Stat. § 57D-9-41 requires a written plan of merger, fixes its five mandatory contents, requires the plan to reach every member before approval, requires approval by all members and by any economic interest owner who becomes personally liable, and defers to each constituent jurisdiction for its own approvals. Accessed September 11, 2026.
- N.C. Gen. Stat. § 57D-3-03 places the merger approval threshold outside Article 9 and requires the approval of all members to merge the LLC, listing merger as the sixth of six unanimous acts. Accessed September 11, 2026.
- N.C. Gen. Stat. § 57D-9-42 puts the filing duty on the surviving entity, fixes the six required statements in the articles of merger, requires correcting or abandoning amendments before the articles become effective, ties the merger effective time to the articles, and requires certificates of merger to be registered in the real property records. Accessed September 11, 2026.
- N.C. Gen. Stat. § 57D-9-43 lists the effects of the merger on existence, property, liabilities, and pending proceedings, converts interests as the plan provides while preserving Article 13 of Chapter 55 rights for former shareholders of a domestic corporation, obliges a non- corporate survivor to pay those dissenting shareholders, preserves the liability status quo, and deems a foreign survivor to consent to service on the Secretary of State. Accessed September 11, 2026.
- N.C. Gen. Stat. § 57D-6-03 contains the only fair-value purchase of a member interest in the LLC Act, and attaches it to judicial dissolution rather than to a merger, confirming that Chapter 57D gives an LLC member no merger appraisal remedy. Accessed September 11, 2026.
- N.C. Gen. Stat. § 57D-1-20 routes every LLC filing into the shared filing chapter and identifies who may execute a document submitted on behalf of the company. Accessed September 11, 2026.
- N.C. Gen. Stat. § 57D-1-21 limits the mandatory-form power to certificates of existence and foreign-LLC certificates and makes any other form optional, so there is no prescribed articles of merger form. Accessed September 11, 2026.
- N.C. Gen. Stat. § 57D-1-22 sets the articles of merger filing fee and the fee collected each time process is served on the Secretary of State. Accessed September 11, 2026.
- N.C. Gen. Stat. § 55D-10 supplies the shared filing requirements for documents filed under the corporation, nonprofit, professional corporation, LLC, and partnership chapters, including the signature and capacity statement and the duty to tender the applicable fees. Accessed September 11, 2026.
- N.C. Gen. Stat. § 55D-11 fixes the two expedited filing fees available to a party that requests expedited treatment when the document is submitted. Accessed September 11, 2026.
- N.C. Gen. Stat. § 55D-13 fixes when a filed document becomes effective and caps a delayed effective date, which is what sets the outer limit on a deferred merger closing. Accessed September 11, 2026.
- N.C. Gen. Stat. § 55D-14 provides articles of correction for a document that was wrong or defectively executed when filed, and makes the correction relate back except as to persons who relied and were adversely affected. Accessed September 11, 2026.
- N.C. Gen. Stat. § 55D-26 requires a Secretary of State certificate reciting the merger to be recorded with the register of deeds in each county where the entity held real property. Accessed September 11, 2026.
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