California Corporations Code ARTICLE 9 - Conversions and Mergers

• Section 16901.
  In this article, the following terms have the following meanings:(1) “Constituent other business entity” means any other business entity that is merged with or into one...
• Section 16902.
  (a) A partnership, other than a registered limited liability partnership, may be converted into a domestic other business entity or a foreign other business entity pursuant...
• Section 16903.
  (a) A partnership that desires to convert to a domestic or foreign other business entity shall approve a plan of conversion. The plan of conversion shall...
• Section 16904.
  (a) A conversion into a domestic other business entity shall become effective upon the earliest date that all of the following shall have occurred:(1) The approval of...
• Section 16905.
  (a) The conversion of a partnership into a foreign other business entity shall comply with Section 16902.(b) If the partnership is converting into a foreign other business...
• Section 16906.
  (a) If the converting partnership has filed a statement of partnership authority under Section 16303 that is effective at the time of the conversion, then upon...
• Section 16907.
  (a) Whenever a partnership or other business entity having any real property in this state converts into a partnership or an other business entity pursuant to...
• Section 16908.
  (a) A domestic limited partnership, limited liability company, or corporation, or a foreign other business entity may be converted to a domestic partnership pursuant to this...
• Section 16909.
  (a) An entity that converts into another entity pursuant to this article is for all purposes the same entity that existed before the conversion.(b) When a conversion...
• Section 16910.
  (a) The following entities may be merged pursuant to this article:(1) Two or more partnerships into one partnership.(2) One or more partnerships and one or more other business...
• Section 16911.
  (a) Each partnership and other business entity which desires to merge shall approve an agreement of merger. The agreement of merger shall be approved by the...
• Section 16912.
  (a) Unless a future effective date or time is provided in a certificate of merger if a certificate of merger is required to be filed under...
• Section 16913.
  (a) The merger of any number of domestic partnerships with any number of foreign partnerships or foreign other business entities shall be required to comply with...
• Section 16914.
  (a) When a merger takes effect, all of the following apply:(1) The separate existence of the disappearing partnerships and disappearing other business entities ceases and the surviving...
• Section 16915.
  (a) In a merger involving a domestic partnership, in which another partnership or a foreign other business entity is a party, but in which no other...
• Section 16915.5.
  (a) Upon merger pursuant to this article, a surviving domestic or foreign partnership or other business entity shall be deemed to have assumed the liability of...
• Section 16916.
  (a) Whenever a domestic or foreign partnership or other business entity having any real property in this state merges with another partnership or other business entity...
• Section 16917.
  This article is not exclusive. Partnerships, other than limited liability partnerships, may be converted or merged in any other manner provided by law.(Added by Stats....

Last modified: October 22, 2018