Texas Business Organizations Code 101.629 – Conversion Not Winding Up Event
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Terms Used In Texas Business Organizations Code 101.629
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Conversion: means :
(A) the continuance of a domestic entity as a non-code organization of any type;
(B) the continuance of a non-code organization as a domestic entity of any type;
(C) the continuance of a domestic entity of one type as a domestic entity of another type;
(D) the continuance of a domestic entity of one type as a foreign entity of the same type that may be treated as a domestication, continuance, or transfer transaction under the laws of the jurisdiction of formation of the foreign entity; or
(E) the continuance of a foreign entity of one type as a domestic entity of the same type that may be treated as a domestication, continuance, or transfer transaction under the laws of the jurisdiction of formation of the foreign entity. See Texas Business Organizations Code 1.002 - Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Limited liability company: means an entity governed as a limited liability company under Title 3 or 7. See Texas Business Organizations Code 1.002
Unless otherwise agreed, the conversion of a converting series under Sections 101.627 through 101.631 does not:
(1) require the limited liability company or the converting series to wind up the series’ affairs under § 11.051, 11.056, 101.552 or 101.616 or to pay the series’ liabilities and distribute its assets under Sections 11.053 and 101.617; or
(2) constitute an event requiring winding up of the company or the converting series.