Texas Business Organizations Code - Section 10.154. Certificate Of Conversion
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§ 10.154. CERTIFICATE OF CONVERSION. (a) After approval
of a plan of conversion as provided by this code, a certificate of
conversion must be filed for the conversion to become effective if:
(1) any domestic entity that is a party to the
conversion is a filing entity; or
(2) any domestic entity to be created under the plan of
conversion is a filing entity.
(b) If a certificate of conversion is required to be filed
in connection with a conversion, the certificate must be signed on
behalf of the converting entity and must include:
(1) the plan of conversion or a statement certifying
the following:
(A) the name and jurisdiction of organization of
the converting entity;
(B) the organizational form of the converting
entity;
(C) that a signed plan of conversion is on file at
the principal place of business of the converting entity, and the
address of the principal place of business;
(D) that a signed plan of conversion will be on
file after the conversion at the principal place of business of the
converted entity, and the address of the principal place of
business; and
(E) that a copy of the plan of conversion will be
on written request furnished without cost by the converting entity
before the conversion or by the converted entity after the
conversion to any owner or member of the converting entity or the
converted entity; and
(2) a statement that the plan of conversion has been
approved as required by the laws of the jurisdiction of formation
and the governing documents of the converting entity.
Acts 2003, 78th Leg., ch. 182, § 1, eff. Jan. 1, 2006.
Section: 10.105 10.106 10.107 10.108 10.151 10.152 10.153 10.154 10.155 10.156 10.201 10.202 10.203 10.251 10.252
Last modified: August 11, 2007
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