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Home » US Law » 2022 North Carolina General Statutes » Chapter 59 - Partnership » Article 2A - Conversion and Merger.

§ 59-73.1 – Definitions.

59-73.1. Definitions. As used in this Article: (1) "Business entity" means a domestic corporation (including a professional corporation as defined in G.S. 55B-2), a foreign corporation (including a foreign professional corporation as defined in G.S. 55B-16), a domestic or foreign nonprofit corporation, a domestic or foreign limited liability company, a domestic or foreign limited partnership, […]

§ 59-73.10 – Conversion.

59-73.10. Conversion. A business entity other than a domestic partnership may convert to a domestic partnership if: (1) The conversion is permitted by the laws of the state or country governing the organization and internal affairs of the converting business entity; and (2) The converting business entity complies with the requirements of this Part and, […]

§ 59-73.11 – Plan of conversion.

59-73.11. Plan of conversion. (a) The converting business entity shall approve a written plan of conversion containing: (1) The name of the converting business entity, its type of business entity, and the state or country whose laws govern its organization and internal affairs; (2) The name of the resulting domestic partnership into which the converting […]

§ 59-73.12 – Filing of articles of conversion by converting business entity.

59-73.12. Filing of articles of conversion by converting business entity. (a) After a plan of conversion has been approved by the converting business entity as provided in G.S. 59-73.11, the converting business entity shall deliver articles of conversion to the Secretary of State for filing. The articles of conversion shall state: (1) That the domestic […]

§ 59-73.13 – Effects of conversion.

59-73.13. Effects of conversion. (a) When the conversion takes effect: (1) The converting business entity ceases its prior form of organization and continues in existence as the resulting domestic partnership; (2) The title to all real estate and other property owned by the converting business entity continues vested in the resulting domestic partnership without reversion […]

§ 59-73.20 – Conversion.

59-73.20. Conversion. A domestic partnership may convert to a different business entity if: (1) The conversion is permitted by the laws of the state or country governing the organization and internal affairs of such other business entity; and (2) The converting domestic partnership complies with the requirements of this Part and, to the extent applicable, […]

§ 59-73.21 – Plan of conversion.

59-73.21. Plan of conversion. (a) The converting domestic partnership shall approve a written plan of conversion containing: (1) The name of the converting domestic partnership; (2) The name of the resulting business entity into which the domestic partnership shall convert, its type of business entity, and the state or country whose laws govern its organization […]

§ 59-73.22 – Articles of conversion.

59-73.22. Articles of conversion. (a) After a plan of conversion has been approved by the converting domestic partnership as provided in G.S. 59-73.21, the converting domestic partnership shall deliver articles of conversion to the Secretary of State for filing. The articles of conversion shall state: (1) The name of the converting domestic partnership; (2) The […]

§ 59-73.23 – Effects of conversion.

59-73.23. Effects of conversion. (a) When the conversion takes effect: (1) The converting domestic partnership ceases its prior form of organization and continues in existence as the resulting business entity; (2) The title to all real estate and other property owned by the converting domestic partnership continues vested in the resulting business entity without reversion […]

§ 59-73.30 – Merger.

59-73.30. Merger. A domestic partnership may merge with one or more other domestic partnerships or other business entities if: (1) The merger is permitted by laws of the state or country governing the organization and internal affairs of each other merging business entity; and (2) Each merging domestic partnership and each other merging business entity […]

§ 59-73.31 – Plan of merger.

59-73.31. Plan of merger. (a) Each merging domestic partnership and each other merging business entity shall approve a written plan of merger containing all of the following: (1) For each merging business entity, its name, type of business entity, and the state or country whose laws govern its organization and internal affairs. (2) The name […]

§ 59-73.32 – Articles of merger.

59-73.32. Articles of merger. (a) After a plan of merger has been approved by each merging domestic partnership and each other merging business entity as provided in G.S. 59-73.31, the surviving business entity shall deliver articles of merger to the Secretary of State for filing. The articles of merger shall set forth: (1) Repealed by […]

§ 59-73.33 – Effects of merger.

59-73.33. Effects of merger. (a) When a merger takes effect: (1) Each other merging business entity merges into the surviving business entity, and the separate existence of each merging business entity except the surviving business entity ceases; (2) The title to all real estate and other property owned by each merging business entity is vested […]