Plan of Conversion

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  1. A domestic limited partnership may convert to a different type of entity under this section and §§ 61-3-1112 – 61-3-1115 by approving a plan of conversion. The plan must be in a record and contain:
    1. The name of the converting limited partnership;
    2. The name, jurisdiction of formation, and type of entity of the converted entity;
    3. The manner of converting the interests in the converting limited partnership into interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing;
    4. The proposed public organic record of the converted entity if it will be a filing entity;
    5. The private organic rules of the converted entity that are proposed to be in a record when the conversion is effective;
    6. Any other terms and conditions of the conversion not otherwise set forth in the private organic rules of the converting limited partnership or the law of this state; and
    7. Any other provision required by the law of this state or the partnership agreement of the converting limited partnership.
  2. In addition to the requirements of subsection (a), a plan of conversion may contain any other provision not prohibited by law.


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