2006 Code of Virginia § 13.1-1010.2 - Effect of conversion; entity unchanged

13.1-1010.2. Effect of conversion; entity unchanged.

A. A general or limited partnership that has been converted pursuant to 13.1-1010.1 shall be deemed for all purposes the same entity that existedbefore the conversion.

B. When a conversion takes effect:

1. All property owned by the converting general or limited partnershipremains vested in the converted entity;

2. All obligations of the converting general or limited partnership continueas obligations of the converted entity; and

3. An action or proceeding pending against the converting general or limitedpartnership may be continued as if the conversion had not occurred.

C. In the case of a domestic limited partnership that has been convertedpursuant to 13.1-1010.1, the articles of organization filed pursuant to 13.1-1010.1 shall serve as a certificate of cancellation of the convertinglimited partnership, and in the case of a domestic partnership that has beenconverted pursuant to 13.1-1010.1, the articles of organization filedpursuant to 13.1-1010.1 shall, if applicable, serve as a statement ofdissolution and a statement of cancellation of registration of the domesticpartnership.

(1993, c. 113; 1997, c. 190.)