Florida Statute 425.16 - Full Text and Legal Analysis

The 2025 Florida Statutes

Title XXX
SOCIAL WELFARE

Chapter 425
RURAL ELECTRIC COOPERATIVES

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F.S. 425.16

425.16 Effect of consolidation or merger.—The effect of consolidation or merger shall be as follows:

(1) The several cooperatives, parties to the consolidation or merger, shall be a single cooperative, which, in the case of a consolidation, shall be the new cooperative provided for in the articles of consolidation, and, in the case of a merger, shall be that cooperative designed in the articles of merger as the surviving cooperative, and the separate existence of all cooperatives, parties to the consolidation or merger, except the new or surviving cooperative, shall cease;

(2) Such new or surviving cooperative shall have all the rights, privileges, immunities, and powers and shall be subject to all the duties and liabilities of a cooperative organized under the provisions of this chapter, and shall possess all the rights, privileges, immunities, and franchises, as well of a public as of a private nature, and all property, real and personal, applications for membership, all debts due on whatever account, and all other choses in action, of each of the consolidating or merging cooperatives, and furthermore all and every interest of, or belonging or due to, each of the cooperatives so consolidated or merged, shall be taken and deemed to be transferred to and vested in such new or surviving cooperative without further act or deed; and the title to any real estate, or any interest therein, under the laws of this state vested in any such cooperatives shall not revert or be in any way impaired by reason of such consolidation or merger;

(3) Such new or surviving cooperative shall thenceforth be responsible and liable for all of the liabilities and obligations of each of the cooperatives so consolidated or merged, and any claim existing, or action or proceeding impending, by or against any of such cooperatives may be prosecuted as if such consolidation or merger had not taken place, but such new or surviving cooperative may be substituted in its place;

(4) Neither the rights of creditors nor any liens upon the property of any of such cooperatives shall be impaired by such consolidation or merger; and

(5) In the case of a consolidation, the articles of consolidation shall be deemed to be the articles of incorporation of the new cooperative; and in the case of a merger, the articles of incorporation of the surviving cooperative shall be deemed to be amended to the extent, if any, that changes therein are provided for in the articles of merger.

History.—s. 15, ch. 19138, 1939; CGL 1940 Supp. 6494(58).

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Amendments to 425.16

Annotations, Discussions, Cases:

Cases Citing Statute 425.16

Total Results: 7

Edward Lewis Tobinick, MD v. Steven Novella

848 F.3d 935, 96 Fed. R. Serv. 3d 1144, 2017 WL 603832, 2017 U.S. App. LEXIS 2637

Court of Appeals for the Eleventh Circuit | Filed: Feb 15, 2017 | Docket: 4585493

Cited 166 times | Published

Supp.3d at 1308, 1309; see Cal. Civ. Proc. Code § 425.16(b)(1). The Tobinick Appellants challenge only

Davide M. Carbone v. Cable News Network, Inc.

910 F.3d 1345

Court of Appeals for the Eleventh Circuit | Filed: Dec 13, 2018 | Docket: 8406553

Cited 114 times | Published

3d at 973 (quoting Cal. Civ. P. Code § 425.16 (a) ). As we have explained, the former argument

Edward Lewis Tobinick, MD v. M.D. Steven NOvella

884 F.3d 1110

Court of Appeals for the Eleventh Circuit | Filed: Mar 8, 2018 | Docket: 6328273

Cited 14 times | Published

attorney's fees and costs." Cal. Code Civ. Proc. § 425.16(c)(1). Dr. Tobinick implies the District Court

The Royalty Network, Inc. v. Carl Harris

756 F.3d 1351, 42 Media L. Rep. (BNA) 2011, 2014 WL 3362057, 2014 U.S. App. LEXIS 13222

Court of Appeals for the Eleventh Circuit | Filed: Jul 10, 2014 | Docket: 367745

Cited 12 times | Published

on the merits. Id.; see also Cal.Civ.Proc. Code § 425.16(b)(1). In Henry v. Lake Charles American Press

CARLOS ENRIQUE LUNA LAM v. UNIVISION COMMUNICATIONS, INC.

District Court of Appeal of Florida | Filed: Oct 13, 2021 | Docket: 60642696

Published

will prevail on the claim.” Cal. Code Civ. Proc. § 425.16(b)(1) (emphasis added); see also Samuel J. Morley

Tobinick v. Novella

207 F. Supp. 3d 1332, 44 Media L. Rep. (BNA) 2466, 2016 WL 4704945, 2016 U.S. Dist. LEXIS 121520

District Court, S.D. Florida | Filed: Sep 8, 2016 | Docket: 64310275

Published

California’s Anti-SLAPP Statute, California Code § 425.16. See DE 93. B. Substitution of Counsel: Attorneys

Tobinick v. Novella

108 F. Supp. 3d 1299, 43 Media L. Rep. (BNA) 1803, 2015 U.S. Dist. LEXIS 72467, 2015 WL 3540053

District Court, S.D. Florida | Filed: Jun 4, 2015 | Docket: 64302345

Published

statute, California Code of Civil Procedure section 425.16.1 A “SLAPP” is a strategic lawsuit against