Common use of CONVERSION PLAN OF MERGER Clause in Contracts

CONVERSION PLAN OF MERGER. The provisions contained in Sections 3.01 through 3.08 constitute the “plan of merger”, as that term is used in KRS 271B.11-010 and KRS 271B.11-080 of the KBCA and KRS 275.355 of the KLLCA, for the Conversion Merger (the “Conversion Plan of Merger”). The adoption of this Agreement by the Board of Directors of New Ashland Inc. (the “New Ashland Board”) constitutes the adoption, and the approval of this Agreement by HoldCo, as the sole shareholder of New Ashland Inc., constitutes the approval, of the Conversion Plan of Merger by New Ashland Inc. as required by KRS 271B.11-030 of the KBCA. The approval of this Agreement by HoldCo, as the sole member of New Ashland LLC, constitutes the approval of the Conversion Plan of Merger by New Ashland LLC as required by KRS 275.350 of the KLLCA.

CONVERSION PLAN OF MERGER. The provisions contained in Sections 3.01 through 3.08 constitute the “"plan of merger”", as that term is used in KRS 271B.11-010 and KRS 271B.11-080 of the KBCA and KRS 275.355 of the KLLCA, for the Conversion Merger (the “"Conversion Plan of Merger”"). The adoption of this Agreement by the Board of Directors of New Ashland Inc. (the “"New Ashland Board”") constitutes the adoption, and the approval of this Agreement by HoldCo, as the sole shareholder of New Ashland Inc., constitutes the approval, of the Conversion Plan of Merger by New Ashland Inc. as required by KRS 271B.11-030 of the KBCA. The approval of this Agreement by HoldCo, as the sole member of New Ashland LLC, constitutes the approval of the Conversion Plan of Merger by New Ashland LLC as required by KRS 275.350 of the KLLCA.