§ 55-11A-03. Filing of articles of incorporation by converting entity. - North Carolina Statutes

§ 55‑11A‑03. Filing of articles of incorporation by converting entity.

(a)        After a plan ofconversion has been approved by the converting business entity as provided inG.S. 55‑11A‑02, the converting business entity shall deliverarticles of incorporation to the Secretary of State for filing. In addition tothe matters required or permitted by G.S. 55‑2‑02, the articles ofincorporation shall contain articles of conversion stating:

(1)        That the corporationis being formed pursuant to a conversion of a business entity;

(2)        The name of theconverting business entity, its type of business entity, and the state orcountry whose laws govern its organization and internal affairs; and

(3)        That a plan ofconversion has been approved by the converting business entity as required bylaw.

(b)        If the plan ofconversion is abandoned after the articles of incorporation have been filedwith the Secretary of State but before the articles of incorporation becomeeffective, the converting business entity shall deliver to the Secretary ofState for filing prior to the time the articles of incorporation becomeeffective an amendment to the articles of incorporation withdrawing thearticles of incorporation.

(c)        The conversiontakes effect when the articles of incorporation become effective.

(d)        Certificates ofconversion shall also be registered as provided in G.S. 47‑18.1. (2001‑387, s. 17.)