Montana Code 35-12-1502. Conversion
35-12-1502. Conversion. (1) An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to another organization pursuant to 35-12-1501 through 35-12-1505 and a plan of conversion if:
Terms Used In Montana Code 35-12-1502
- Converted organization: means the organization into which a converting organization converts pursuant to 35-12-1502 through 35-12-1505. See Montana Code 35-12-1501
- Converting organization: means an organization that converts into another organization pursuant to 35-12-1502. See Montana Code 35-12-1501
- Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
- Organization: means a general partnership, including a limited liability partnership; a limited partnership, including a limited liability limited partnership; a limited liability company; a business trust; a corporation; or any other person having a governing statute. See Montana Code 35-12-1501
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- Statute: A law passed by a legislature.
(a)the other organization’s governing statute authorizes the conversion;
(b)the conversion is not prohibited by the law of the jurisdiction that enacted the governing statute; and
(c)the other organization complies with its governing statute in effecting the conversion.
(2)A plan of conversion must be in a record and must include:
(a)the name and form of the organization before conversion;
(b)the name and form of the organization after conversion;
(c)the terms and conditions of the conversion, including the manner and basis for converting interests in the converting organization into any combination of money, interests in the converted organization, and other consideration; and
(d)the organizational documents of the converted organization.