Statement of conversion.

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  • (1) A statement of conversion must be signed by the converting entity and delivered to the division for filing.
  • (2) A statement of conversion must contain:
    • (a) the name, jurisdiction of formation, and type of entity of the converting entity;
    • (b) the name, jurisdiction of formation, and type of entity of the converted entity;
    • (c) if the converting entity is a domestic entity, a statement that the plan of conversion was approved in accordance with Sections 48-2e-1141 through 48-2e-1146 or, if the converting entity is a foreign entity, a statement that the conversion was approved by the foreign converting entity in accordance with the law of its jurisdiction of formation;
    • (d) if the converted entity is a domestic filing entity, the text of its public organic record, as an attachment;
    • (e) if the converted entity is a domestic limited liability partnership, the text of its statement of qualification, as an attachment; and
    • (f) if the converted entity is a foreign entity that is not a registered foreign entity, a mailing address to which the division may send any process served on the division pursuant to Subsection 48-2e-1146(5).
  • (3) In addition to the requirements of Subsection (2), a statement of conversion may contain any other provision not prohibited by law.
  • (4) If the converted entity is a domestic entity, its public organic record, if any, must satisfy the requirements of the law of this state, but the public organic record does not need to be signed.
  • (5) A plan of conversion that is signed by a domestic converting entity and meets all the requirements of Subsection (2) may be delivered to the division for filing instead of a statement of conversion and on filing has the same effect. If a plan of conversion is filed as provided in this Subsection (5), references in this part to a statement of conversion refer to the plan of conversion filed under this Subsection (5).




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