§ 59-1062. Articles of conversion.
§ 59‑1062. Articles ofconversion.
(a) After a plan ofconversion has been approved by the converting domestic limited partnership asprovided in G.S. 59‑1061, the converting domestic limited partnershipshall deliver articles of conversion to the Secretary of State for filing. Thearticles of conversion shall state:
(1) The name of theconverting domestic limited partnership;
(2) The name of theresulting business entity, its type of business entity, the state or countrywhose laws govern its organization and internal affairs, and, if the resultingbusiness entity is not authorized to transact business or conduct affairs inthis State, a designation of its mailing address and a commitment to file withthe Secretary of State a statement of any subsequent change in its mailingaddress; and
(3) That a plan ofconversion has been approved by the domestic limited partnership as required bylaw.
(b) If the domesticlimited partnership is converting to a business entity whose formation, orwhose status as a registered limited liability partnership as defined in G.S.59‑32, requires the filing of a document with the Secretary of State,then, notwithstanding subsection (a) of this section, the articles ofconversion shall be included as part of that document and shall contain theinformation required by the laws governing the organization and internalaffairs of the resulting business entity.
(c) If the plan ofconversion is abandoned after the articles of conversion have been filed withthe Secretary of State but before the articles of conversion become effective,the converting domestic limited partnership shall deliver to the Secretary ofState for filing prior to the time the articles of conversion become effectivean amendment of the articles of conversion withdrawing the articles ofconversion.
(d) The conversiontakes effect when the articles of conversion become effective.
(e) Certificates ofconversion shall also be registered as provided in G.S. 47‑18.1. (2001‑387, s. 142; 2001‑487,s. 62(bb).)