s.50Merger or consolidation with exempted companies
50
Section 50Part 8 — Foreign Limited Liability Companies

Merger or consolidation with exempted companies

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One or more limited liability companies may merge or con solidate with one or more exempted companies, provided that —
with respect to the constituent limited liability companies, section 46(3) to (18) of this Act shall apply (where applicable);
with respect to the constituent exempted companies, Part 16 (including sections 238 and 239) of the Companies Act (2025 Revision) shall apply mutatis mutandis and to the extent that the provisions are not inconsistent with this Act ; and
no constituent exempted company may be a segregated portfolio company.
Where the surviving or consolidated entity is to be established under this Act , upon payment of the prescribed fees under this Act and upon the Registrar being satisfied that the requirements of subsection (1) in respect of the merger or consolidation have been complied with and that the name of the consolidated entity complies with section 6 , the Registrar shall register the plan of merger or consolidation and issue a certificate of merger or consolidation under the Registrar’s hand and seal of office, and i n the case of a consolidation section 5(4) shall apply in relation to the consolidated entity.
Where the surviving or consolidated entity is to be established as an exempted company, upon payment of the prescribed fees under this Act and upon the Registrar being satisfied that the requirements of subsection (1) in respect of the merger or consolidation have been complied with, the Registrar shall, where the exempted company is the surviving or consolidated entity, strike off the constituent limited liab ility companies from the Register and issue a certificate of strike off by way of merger or consolidation with an exempted company, and section 158 of the Companies Act (2025 Revision) shall apply to the constituent limited liability companies so struck of f mutatis mutandis .

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