2014 Minnesota Statutes
Chapters 300 - 323A — BUSINESS, SOCIAL, AND CHARITABLE ORGANIZATIONS
Chapter 322C — MINNESOTA REVISED UNIFORM LIMITED LIABILITY COMPANY
Section 322C.1007 — CONVERSION.

322C.1007 CONVERSION. § Subdivision 1. Conversion requirements.

An organization other than a limited liability company, a foreign limited liability company, a nonprofit corporation, or an organization owning assets irrevocably dedicated to a charitable purpose, may convert to a limited liability company other than a nonprofit limited liability company, and a limited liability company other than a nonprofit limited liability company may convert to an organization other than a foreign limited liability company pursuant to this section, sections 322C.1008 to 322C.1010, and a plan of conversion if:

(1) the other organization's governing statute authorizes the conversion;

(2) the conversion is not prohibited by the law of the jurisdiction that enacted the other organization's governing statute or other law of this state; and

(3) the other organization complies with its governing statute in effecting the conversion.

§ Subd. 2. Contents of plan of conversion.

A plan of conversion must be in a record and must include:

(1) the name and form of the organization before conversion;

(2) the name and form of the organization after conversion;

(3) the terms and conditions of the conversion, including the manner and basis for converting interests in the converting organization into any combination of money, interests in the converted organization, and other consideration; and

(4) the organizational documents of the converted organization that are, or are proposed to be, in a record.

History:

2014 c 157 art 1 s 76

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