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302A.683 PLAN OF CONVERSION.

A plan of conversion must contain:

(1) the name of the converting organization;

(2) the name of the converted organization;

(3) whether the converted organization is a domestic or foreign corporation or a domestic or foreign limited liability company and the name of the jurisdiction under which the converted organization will be incorporated or organized;

(4) the terms and conditions of the proposed conversion;

(5) the manner and basis of converting each ownership interest in the converting organization into ownership interests in the converted organization or, in whole or in part, into money or other property;

(6) if the converted organization is a domestic organization, a copy of the proposed articles of incorporation or articles of organization of the converted organization; and

(7) any other provisions with respect to the proposed conversion that are deemed necessary or desirable.

History:

2004 c 199 art 14 s 24; 2014 c 157 art 2 s 11,31; 2014 c 170 s 21

NOTE: This section was also amended by Laws 2014, chapter 157, article 2, section 11, effective August 1, 2015, to read as follows:

"302A.683 PLAN OF CONVERSION.

A plan of conversion must contain:

(1) the name, form, and jurisdiction of the governing statute of the converting organization before conversion;

(2) the name, form, and jurisdiction of the governing statute of the converted 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;

(4) the organizational documents of the converted organization; and

(5) any other provisions with respect to the conversion that are deemed necessary or desirable."

Official Publication of the State of Minnesota
Revisor of Statutes