§1647. Filings required for conversion; effective date








1. After conversion approved.  
After a plan of conversion is approved:





A. A converting limited liability company shall deliver to the office of the Secretary
of State for filing a statement of conversion, which must be signed as provided in
section 1676, subsection 1 and must include:



(1) A statement that the converting limited liability company has been converted
into the converted organization;




(2) The name and form of the converted organization, the jurisdiction of its governing
statute, the date of its organization and the address of its principal office;




(3) The date the conversion is effective under the governing statute of the converted
organization;




(4) A statement that the conversion was approved as required by this chapter and
the limited liability company agreement;




(5) A statement that the conversion was approved as required by the governing statute
of the converted organization; and




(6) If the converted organization is a foreign organization not authorized to conduct
business in this State, an acknowledgment that it may be served with process in this
State by certified mail and the address of its principal office for the purposes of
section 1648, subsection 3; and [2009, c. 629, Pt. A, §2 (NEW); 2009, c. 629, Pt. A, §3 (AFF).]












B. If the converted organization is a limited liability company, the converting organization
shall deliver to the office of the Secretary of State for filing a certificate of
formation, which must include, in addition to the information required by section
1531, subsection 1:



(1) A statement that the converted organization was converted from the converting
organization;




(2) The name and form of the converting organization, the jurisdiction of the converting
organization's governing statute and the date of its organization; and




(3) A statement that the conversion was approved as required by the governing statute
of the converting organization. [2009, c. 629, Pt. A, §2 (NEW); 2009, c. 629, Pt. A, §3 (AFF).]









[
2009, c. 629, Pt. A, §2 (NEW);
2009, c. 629, Pt. A, §3 (AFF)
.]








2. Effective date.  
A conversion becomes effective:





A. If the converted organization is a limited liability company, when the certificate
of formation takes effect; and [2009, c. 629, Pt. A, §2 (NEW); 2009, c. 629, Pt. A, §3 (AFF).]











B. If the converted organization is not a limited liability company, as provided by the
governing statute of the converted organization. [2009, c. 629, Pt. A, §2 (NEW); 2009, c. 629, Pt. A, §3 (AFF).]








[
2009, c. 629, Pt. A, §2 (NEW);
2009, c. 629, Pt. A, §3 (AFF)
.]





SECTION HISTORY

2009, c. 629, Pt. A, §2 (NEW).
2009, c. 629, Pt. A, §3 (AFF).