50-73.11:3 - Conversion of general partnership to limited partnership. - Virginia Statutes

§ 50-73.11:3. Conversion of general partnership to limited partnership.

A. A domestic or foreign general partnership may convert to a limitedpartnership pursuant to this section.

B. The terms and conditions of a conversion of a general partnership to alimited partnership shall be approved by the partners in the manner providedin the partnership's partnership agreement for amendments to the partnershipagreement or, if no such provision is made in the partnership agreement, byall of the partners.

C. After the conversion is approved by the partners, the general partnershipshall file a certificate of limited partnership that meets the requirementsof § 50-73.11 and includes the following:

1. The name of the former general partnership and the identification numberissued by the Commission to the general partnership, if any;

2. The jurisdiction under whose law the general partnership was formedimmediately prior to the filing of the certificate of limited partnership;

3. If the former general partnership is registered with the Commission as aregistered limited liability partnership, a statement to that effect;

4. A statement that the conversion of the general partnership to a limitedpartnership was approved by the partners in accordance with the provisions ofsubsection B.

(2007, c. 631.)