Nevada Revised Statutes Section 92A.105 - Business Associations - Securities - Commodities

Authority for conversion; approval, form and contents of plan of conversion.

1. Except as limited by NRS 78.411 to 78.444, inclusive, one domestic general partnership or one domestic entity, except a domestic nonprofit corporation, may convert into a domestic entity of a different type or a foreign entity if the plan of conversion is approved pursuant to the provisions of this chapter.

2. The plan of conversion must be in writing and set forth the:

(a) Name of the constituent entity and the proposed name for the resulting entity;

(b) Address of the constituent entity and the resulting entity;

(c) Jurisdiction of the law that governs the constituent entity;

(d) Jurisdiction of the law that will govern the resulting entity;

(e) Terms and conditions of the conversion;

(f) Manner and basis of converting the owner’s interest or the interest of a partner in a general partnership of the constituent entity into owner’s interests, rights of purchase and other securities in the resulting entity; and

(g) Full text of the constituent documents of the resulting entity.

3. The plan of conversion may set forth other provisions relating to the conversion.

Last modified: February 26, 2006