§ 59-73.12. Filing of articles of conversion by converting business entity. - North Carolina Statutes

§ 59‑73.12.  Filing ofarticles of conversion by converting business entity.

(a)        After a plan ofconversion has been approved by the converting business entity as provided inG.S. 59‑73.11, the converting business entity shall deliver articles ofconversion to the Secretary of State for filing. The articles of conversionshall state:

(1)        That the domesticpartnership is being formed pursuant to a conversion of another businessentity;

(2)        The name of theresulting domestic partnership, a designation of its mailing address, and acommitment to file with the Secretary of State a statement of any subsequentchange in its mailing address;

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

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

If the resulting domesticpartnership is to be a registered limited liability partnership when theconversion takes effect, then instead of the converting business entitydelivering the articles of conversion to the Secretary of State for filing, thearticles of conversion shall be included as part of the application forregistration filed pursuant to G.S. 59‑84.2 in addition to the mattersotherwise required or permitted by law.

If the plan of conversion isabandoned after the articles of conversion have been filed with the Secretaryof State but before the articles of conversion become effective, an amendmentto the articles of conversion withdrawing the articles of conversion shall bedelivered to the Secretary of State for filing prior to the time the articlesof conversion become effective.

(b)        The conversiontakes effect when the articles of conversion become effective.

(c)        Certificates ofconversion shall also be registered as provided in G.S. 47‑18.1. (2001‑387, s. 108; 2001‑487,s. 62(s); 2002‑159, s. 34(a).)