FILINGS REQUIRED FOR CONVERSION; EFFECTIVE DATE AND TIME.

323A.0903 FILINGS REQUIRED FOR CONVERSION; EFFECTIVE DATE AND TIME.§Subdivision 1.Articles of conversion.After a plan of conversion is approved:(1) if the converting organization is a converting partnership, the converting partnership shall file articles of conversion with the secretary of state, which articles of conversion must be signed as provided in section 323A.0105, and must include:(i) a statement that the partnership is converting into another organization;(ii) the name and form of the converted organization and the jurisdiction of its governing statute;(iii) the time the conversion is effective under the governing statute of the converted organization;(iv) a statement that the conversion was approved as required by this chapter;(v) a statement that the conversion was approved as required by the governing statute of the converted organization; and(vi) if the converted organization is a foreign organization not authorized to transact business in this state, the street address of an office that the secretary of state may use for the purposes of section 323A.0904, subdivision 3; and(2) if the converting organization is not a converting partnership, the converting organization shall file articles of conversion with the secretary of state, which articles of conversion must be signed as provided in section 323A.0105, and must include:(i) a statement that the converting organization is converting into a partnership from another organization;(ii) the name and form of the converting organization and the jurisdiction of its governing statute; and(iii) a statement that the conversion was approved in a manner that complied with the converting organization's governing statute.§Subd. 2.Effective date and time of conversion.A conversion becomes effective:(1) if the converted organization is a partnership, when the articles of conversion are filed with the secretary of state or on a later date or later time specified in the articles of conversion; and(2) if the converted organization is not a partnership, as provided by the governing statute of the converted organization.§Subd. 3.Certificate.The secretary of state shall issue to the converted organization or its legal representative a certificate of conversion.History: 1997 c 174 art 9 s 47; 2014 c 283 s 3; 2018 c 103 s 34 NOTE: This chapter was formerly codified as sections 323A.1-01 to 323A.12-03. See Minnesota Statutes 2002. The chapter was recodified in 2004 as sections 323A.0101 to 323A.1203. The recodification is arranged in the same sequence as the original codification.