New Mexico Statutes 53-19-61. Conversions and mergers; effect of conversion
A. A corporation, partnership, limited liability company or limited partnership that has been converted pursuant to Section 53-19-60 or 53-19-60.1 N.M. Stat. Ann. is for all purposes the same entity that existed before the conversion.
Terms Used In New Mexico Statutes 53-19-61
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- 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.
B. When a conversion takes effect:
entity;
(1) all property owned by the converting entity is vested in the converted (2) all debts, liabilities and other obligations of the converting entity continue as obligations of the converted entity;
(3) an action or proceeding pending by or against the converting entity may be continued as if the conversion had not occurred;
(4) except as prohibited by other law, all of the rights, privileges, immunities, powers and purposes of the converting entity are vested in the converted entity; and
(5) except as otherwise provided in the agreement of conversion under Subsection C of Section 53-19-60 N.M. Stat. Ann., all of the owners of the converting entity continue as owners of the converted entity.