§ 141. Mergers and consolidations of certain railroad corporations.
With the consent and approval of the commissioner of transportation
pursuant to section one hundred eighty-eight of the transportation law,
a railroad corporation all of whose outstanding shares of each class are
owned by a corporation, domestic or foreign, which has as its purpose or
among its purposes a purpose for which a corporation may be formed under
the business corporation law, may merge into or consolidate with such
owning corporation, following the procedure and with the effect set out
in article nine of the business corporation law; provided, however, that
upon such merger or consolidation the surviving or consolidated
corporation, if a domestic corporation, shall not possess any of the
rights, privileges, immunities, powers and purposes of such railroad
corporation which could not be lawfully possessed by a corporation
formed under the business corporation law.