Merger — Plan — Approval.
RCW 25.15.421
in effect(1) A plan of merger of a constituent limited liability company must be approved, and such approval shall occur when: (a) The plan is approved by a majority of the members; and (b) Any written consents required by RCW 25.15.456 have been obtained. (2) Subject to RCW 25.15.456 and any contractual rights, after a merger is approved, and at any time before a filing is made under RCW 25.15.426 , a constituent limited liability company may amend the plan or abandon the planned merger: (a) As provided in the plan; and (b) Except as prohibited by the plan, with the same approval as was required to approve the plan. (3) If a domestic limited partnership is a party to the merger, the plan of merger must be adopted and approved as provided in RCW 25.10.781 . (4) If a domestic corporation is a party to the merger, the plan of merger must be adopted and approved as provided in *chapter 23B.11 RCW. (5) If a domestic partnership is a party to the merger, the plan of merger must be approved as provided in RCW 25.05.375 .
(1) A plan of merger of a constituent limited liability company must be approved, and such approval shall occur when:
(a) The plan is approved by a majority of the members; and
(b) Any written consents required by RCW 25.15.456 have been obtained.
(2) Subject to RCW 25.15.456 and any contractual rights, after a merger is approved, and at any time before a filing is made under RCW 25.15.426 , a constituent limited liability company may amend the plan or abandon the planned merger:
(a) As provided in the plan; and
(b) Except as prohibited by the plan, with the same approval as was required to approve the plan.
(3) If a domestic limited partnership is a party to the merger, the plan of merger must be adopted and approved as provided in RCW 25.10.781 .
(4) If a domestic corporation is a party to the merger, the plan of merger must be adopted and approved as provided in *chapter 23B.11 RCW.
(5) If a domestic partnership is a party to the merger, the plan of merger must be approved as provided in RCW 25.05.375 .
Source: WA Statutes (Official Site)URL: https://app.leg.wa.gov/RCW/default.aspx?cite=25.15&full=trueFetched: 6/29/2026