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§ 4152. Domestication

§ 4152. Domestication (a) A foreign limited liability company may become a limited liability company pursuant to this section, sections 4153 through 4155 of this title, and a plan of domestication, if: (1) the foreign limited liability company’s governing statute authorizes the domestication; (2) the domestication is not prohibited by the law of the jurisdiction […]

§ 4153. Action on plan of domestication by domesticating limited liability company

§ 4153. Action on plan of domestication by domesticating limited liability company (a) A plan of domestication shall be consented to: (1) by all the members, subject to section 4156 of this title, if the domesticating company is a limited liability company; and (2) as provided in the domesticating company’s governing statute, if the company […]

§ 4154. Filings required for domestication; effective date

§ 4154. Filings required for domestication; effective date (a) After a plan of domestication is approved, a domesticating company shall deliver to the Secretary of State for filing articles of domestication, which shall include: (1) a statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) the […]

§ 4155. Effect of domestication

§ 4155. Effect of domestication (a) When a domestication takes effect: (1) the domesticated company is for all purposes the company that existed before the domestication; (2) all property owned by the domesticating company remains vested in the domesticated company; (3) all debts, obligations, or other liabilities of the domesticating company continue as debts, obligations, […]

§ 4156. Restrictions on approval of mergers, conversions, and domestications

§ 4156. Restrictions on approval of mergers, conversions, and domestications (a) If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, converted, or domesticated organization, approval or amendment of a plan of merger, conversion, or domestication is ineffective without the consent of the member, […]

§ 4157. Subchapter not exclusive

§ 4157. Subchapter not exclusive This subchapter does not preclude an organization from being converted, merged, or domesticated under law other than this title. (Added 2015, No. 17, § 2.)

§ 4161. Election

§ 4161. Election A limited liability company organized pursuant to this title may elect to be a low-profit limited liability company if and for so long at it satisfies the requirements of section 4162 of this title. (Added 2015, No. 17, § 2.)

§ 4143. Plan of conversion

§ 4143. Plan of conversion (a) A domestic limited liability company may convert to a different type of organization under section 4142 of this title, by approving a plan of conversion. The plan shall be in a record and contain: (1) the name of the converting limited liability company; (2) the name, jurisdiction of formation, […]

§ 4144. Approval of conversion

§ 4144. Approval of conversion (a) For any conversion of a limited liability company into another type of organization, a plan of conversion is not effective unless it has been approved: (1) by a domestic converting limited liability company, in accordance with the organizational documents of the limited liability company, or, in the absence of […]

§ 4145. Amendment or abandonment of plan of conversion

§ 4145. Amendment or abandonment of plan of conversion (a) A plan of conversion of a domestic converting limited liability company may be amended: (1) in the same manner as the plan was approved, if the plan does not provide for the manner in which it may be amended; or (2) by its managers or […]