Utah Code 48-3a-1045. Statement of conversion
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(1) A statement of conversion must be signed by the converting entity and delivered to the division for filing.
Terms Used In Utah Code 48-3a-1045
- Attachment: A procedure by which a person's property is seized to pay judgments levied by the court.
- Division: means the Division of Corporations and Commercial Code. See Utah Code 48-3a-102
- 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.
- Jurisdiction of formation: means , with respect to an entity, the jurisdiction:(9)(a) under whose law the entity is formed; or(9)(b) in the case of a limited liability partnership or foreign limited liability partnership, in which the partnership's statement of qualification is filed. See Utah Code 48-3a-102
- 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.
- Process: means a writ or summons issued in the course of a judicial proceeding. See Utah Code 68-3-12.5
- State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. See Utah Code 48-3a-102
(2) A statement of conversion must contain:(2)(a) the name, jurisdiction of formation, and type of entity of the converting entity;(2)(b) the name, jurisdiction of formation, and type of entity of the converted entity;(2)(c) if the converting entity is a domestic entity, a statement that the plan of conversion was approved in accordance with Sections 48-3a-1041 through 48-3a-1046 or, if the converting entity is a foreign entity, a statement that the conversion was approved by the foreign converting entity in accordance with the law of its jurisdiction of formation;(2)(d) if the converted entity is a domestic filing entity, the text of its public organic record, as an attachment;(2)(e) if the converted entity is a domestic limited liability partnership, the text of its statement of qualification, as an attachment; and(2)(f) if the converted entity is a foreign entity that is not a registered foreign entity, a mailing address to which the division may send any process served on the division pursuant to Subsection 48-3a-1046(5).(3) In addition to the requirements of Subsection (2), a statement of conversion may contain any other provision not prohibited by law.(4) If a converted entity is a domestic entity, its public organic record, if any, must satisfy the requirements of the law of this state, but the public organic record does not need to be signed.(5) A plan of conversion that is signed by a domestic converting entity and meets all the requirements of Subsection (2) may be delivered to the division for filing instead of a statement of conversion and on filing has the same effect. If a plan of conversion is filed as provided in this Subsection (5), references in this part to a statement of conversion refer to the plan of conversion filed under this Subsection (5).