Current with legislation from 2024 Fiscal and Special Sessions.
Section 4-38-1045 - Statement of conversion - Effective date of conversion(a) A statement of conversion must be signed by the converting entity and delivered to the Secretary of State for filing.(b) A statement of conversion must contain:(1) the name, jurisdiction of formation, and type of entity of the converting entity;(2) the name, jurisdiction of formation, and type of entity of the converted entity;(3) if the converting entity is a domestic limited liability company, a statement that the plan of conversion was approved in accordance with this part or, if the converting entity is a foreign entity, a statement that the conversion was approved by the foreign entity in accordance with the law of its jurisdiction of formation;(4) if the converted entity is a domestic filing entity, its public organic record, as an attachment; and(5) if the converted entity is a domestic limited liability partnership, its statement of qualification, as an attachment.(c) In addition to the requirements of subsection (b), a statement of conversion may contain any other provision not prohibited by law.(d) If the converted entity is a domestic entity, its public organic record, if any, must satisfy the requirements of the law of this state, except that the public organic record does not need to be signed.(e) A plan of conversion that is signed by a domestic converting limited liability company and meets all the requirements of subsection (b) may be delivered to the Secretary of State 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, references in this subchapter to a statement of conversion refer to the plan of conversion filed under this subsection.(f) If the converted entity is a domestic limited liability company, the conversion becomes effective when the statement of conversion is effective. In all other cases, the conversion becomes effective on the later of:(1) the date and time provided by the organic law of the converted entity; and(2) when the statement is effective.Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.